June 20_ 2002 Mr. Walter Bohorfoush Chief Appraiser_ North

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June 20, 2002

Mr. Walter Bohorfoush
Chief Appraiser, North Atlantic Division
U.S. Army Corps of Engineers
1099 Winterson Parkway, Suite 160
Linthicum, Maryland 21090

Dear Mr. Bohorfoush:

We are pleased to submit the qualifications for Advisory and Assistance Services for
Army Property Leasing Efforts in the North Atlantic Region.

We have assembled an outstanding team of individuals highly experienced in the
development of solicitation documents for potential developers, developer selection
/leasing process, real estate development and public/private partnerships.

The team has been working together in evaluating developer proposals at the U.S.
Soldiers’ and Airmen’s Home and includes:

•   Bay Area Economics (BAE), a development economics firm with a long history of
    market and financial analysis and structuring public/private partnerships, including
    the US Department of Veterans Affairs’ Enhanced-Use Leasing program.
•   Paul J. Fegelson, Esquire, a respected real estate lawyer with in-depth
    experience negotiating complex real estate transactions, including public/private
    partnerships such as the Portal Sites in Southwest Washington.
•   MillenniuM Real Estate Advisors, headed by Stuart Smith, MAI, former Executive
    Director of the General Services Administration’s Public Building Service and
    former Senior Budget Examiner for the Office of Management and Budget.
•   Cannon Design, a full-service architectural, engineering and interior design firm
    with 5 offices in the North Atlantic Region, recognized for design excellence and
    technological innovation.

Our team encompasses the full range of skills and experience needed to assist the
US Army in developing successful partnerships for lease of properties, no longer
needed for Army purposes.

Sincerely,




Eduard Royzman, PE
Principal




3299 K Street NW, Suite 500, Washington DC 20007-4415 ■ Tel: 202.337.6022 ■ Fax: 202.3337.6029
                                  Statement of Work

Advisory and Assistance Services for Army Property Leasing Efforts
                     in North Atlantic Region

1.       Background

 U.S. Army Corps of Engineers, Appraiser Branch, North Atlantic Division request
advisory and assistance services.

The purpose of this service is to assist U.S.Army with cost estimating, financial and
architectural/engineering and legal analysis services for:

     §   Phase 1 - Evaluation of the existing property proposed for development;
     §   Phase 2 - Development of notice of availability to lease (NOL), evaluation of
         developer proposals and developer team, assistance in negotiations;
     §   Phase 3 - Review of conceptual, schematic, design development and construction
         documents from selected developer, and evaluation of any legal, financial or
         other issues associated with the proposed development.

The scope of services for each project (base) will vary depending on property type and
size, and services requested by individual garrisons.

2. Phase 1 Services

Evaluation of the existing property proposed for development

The consultant must be able to develop a due diligence report for the land and/or building
structure proposed for privatization.

Due diligence evaluations shall offer a single-package evaluation that provides the
potential developer the information that is necessary to understand the physical nature of
the property. The site/building will be characterized in terms of environmental
conditions, size, type of construction, condition of building structure and systems,
availability and adequacy of utilities. Photographic documentation shall be integrated into
the text of the report to correlate the analysis and details provided in the report text with
the physical evidence of the conditions observed on site.

The following services may be provided for the property evaluation to respond to the
special site conditions:

     §   Phase I and II Environmental Evaluations
     §   Soil and Water Analysis
     §   Asbestos Surveys and Assessments
     §   Air Monitoring
     §   Thermography
     §   Structural Seismic Evaluations
     §   ADA Evaluations
     §   Certified Roofing Inspections
     §   Infra-red Scans



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Due diligence evaluation shall be accompanied by a statement of probable costs of
required repairs and replacement costs and a projection of anticipated capital
expenditures based on the potential property utilization.

3. Phase 2 Services

Development of Notice of Availability to Lease

Assist in developing guidelines and restrictions for future use, including urban design,
use restrictions, engineering guidelines, security requirements, force protection or other
factors. Where appropriate, specific urban design standards will be developed for the
solicitation document.

The consultant may be asked to evaluate or assist in the evaluation of the financial
implications of alternative solicitation requirements (e.g., urban design, use guidelines or
use of “bridging” documents) and advise the terms under which properties will be offered
to private developers/users.

The consultant will have the ability to assist in preparing the solicitation document,
including specifying required information to be submitted, architectural/engineering
requirements and forms for submission of financial analyses.

Evaluation of developer proposals and developer team

The consultant must have the proven ability to provide a technical review of each
proposal including market and financial feasibility, design feasibility, potential return to
the U.S. Army and the development team capabilities:

    §   Review for Completeness and Questions – Immediately review each proposal
        for completeness, identify any gaps in the information provided and list questions
        and clarifications required from the offerors.
    §   Market Feasibility – Review the market analysis submitted by the offerors to
        determine whether the market data provided are consistent with other available
        information and whether they indicate adequate support for the proposed
        development. If the market analysis does not support the developer’s absorption
        and lease rate projections, consultant shall estimate an absorption pace and lease
        rate consistent with the market data and identify any significant market risks and
        concerns.
    §   Development Team Experience and Qualifications – Review the experience of
        the proposed development team and evaluate the team’s capability to develop or
        reuse the Army property successfully. This will include review of the
        development team’s financing commitments; check project references for team
        members to determine their performance on those past assignments.
    §   Design and Engineering Review – Evaluate the proposed site infrastructure
        modifications and architectural design. Review program and design documents
        for codes, standards and regulations compliance, program and prospectus
        compliance, technical and architectural performance and coordination.




                                                -2-
    §   Cost Estimates – Review the offerors’ project cost estimates and provide an
        independent estimate of the cost of site development and/or building
        construction.
    §   Financial Feasibility – Review the financial proposal for legal sufficiency and
        consistency with the market analysis. Prepare two financial pro formas and cash
        flow analyses – the first showing cash flow under the market assumptions and
        cost estimates provided by the developer and the second showing cash flow
        under consultant market assumptions and cost estimates developed by the
        consultant.
    §   Financial Return – Using the two financial analyses, the consultant shall project
        the potential return to the Army given the developer’s financial proposal,
        projecting both the amount and timing of revenues. Specific risks to the Army
        should be identified and recommendations on risk minimization will be
        developed.
    §   Report and Matrix Evaluation Inputs – Develop a memorandum documenting
        the market and financial analyses, architectural/engineering review and the
        development team capabilities assessment. Provide a matrix evaluation that
        allows easy review of the proposals’ findings. A schedule and timing of
        development shall be provided based on the financial analysis.
    §   Negotiations - During the negotiations phase, the consultant shall be available to
        recommend negotiating positions for the U.S. Army, meet with decision-makers
        to answer economic questions, project future returns to the Army from the final
        agreement, estimate the cost implications of any changes in development
        program as support for the negotiating team.

4. Phase 3 Services

Review of design, financial and legal documents from selected developer
during project development

The consultant shall be available during the project development process to review
conceptual, schematic, design development and construction documents from selected
developer to ensure that the defined quality is achieved in the proposed construction and
evaluate of any legal, financial or any other issues associated with proposed development.

5. Fee Proposal Development

Phase 1 – Based on property privatization definition for specific base, the consultant
shall prepare a Fee Proposal for evaluation of the existing property proposed for
privatization (item 2 in services description), indicating disciplines required, number of
hours required for each discipline, and other direct cost expenses such as travel, per diem,
printing, etc. The fee proposal must be approved by the appropriate individual within the
North Atlantic Division of the U.S. Army Corps of Engineers.

Phase 2 – Based on completed existing property evaluation report and request from the
garrison, the consultant shall prepare a Fee Proposal for service listed as item 3 in
services description, indicating disciplines required, number of hours required for each
discipline, and other direct cost expenses such as travel, per diem, printing, etc. (subject
to approval of the North Atlantic Division of the U.S. Corps of Engineers).




                                                -3-
Phase 3 – Based on completed developer selection process and request from the garrison,
the consultant shall prepare a Fee Proposal for services listed as item 4 in services
description, indicating disciplines required, number of hours required for each discipline,
hourly rates and other direct cost expenses such as travel, per diem, printing, etc. (subject
to approval of the North Atlantic Division of the U.S. Corps of Engineers).




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Profile


Founded over fifty years          Our Mission                                    Our People
ago, Cannon Design is an          Our mission is to plan and design              Our reputation for excellence is built
international architectural,      buildings and their interiors that promote     on a foundation of superior resources
engineering and interior          productivity, enhance the quality of life of   and capabilities - our people - and on
design firm recognized for        users and visitors and contribute value to     their ability to apply the best skills to
                                  the environment. We believe good design        the realization of client goals. We
design excellence and
                                  is the physical expression of sound ideas,     are committed to the principle of
technological innovation.
                                  imagination and creativity. Rather than        multi-disciplinary teamwork and the
Known for performance             work from a predetermined approach,            achievement of added value for our
and dedication to client          we strive to create environments that are      clients. At Cannon Design, we strive
service, we operate under         a thoughtful response to their program         to add value by aligning ourselves with
a “single firm, multi-office ”    mission, physical setting and functional       our clients’ goals and objectives, to aid
                                  purpose. A guiding principle of Cannon         and contribute to our clients’ success
concept - one firm practicing
                                  Design is that each project reflect the        by enhancing their productivity, process,
through regional centers with
                                  spirit and personality of its owner.           product quality or cycle time. This kind
offices in Baltimore, Boston,
                                                                                 of partnership fosters an environment
Buffalo, Chicago, Jacksonville,   Our Philosophy                                 that leads to the achievement of clients’
Los Angeles, New York,                                                           goals in all assignments we undertake.
                                  Cannon Design’s practice is based upon
St. Louis, and Washington DC.     the philosophy of comprehensive service,       Our performance can best be measured
Our staff of 500 serves clients   providing our clients with a single point      by our long-standing client relationships
across North America, Europe,     of responsibility. By bringing architecture,   and the professional recognition of
                                  interior design and engineering together       more than seventy-five awards granted
Asia, and the Middle East.
                                  in a single organization, we ensure            by our peers.
                                  efficient and effective service.
                                  Conceptually, we believe the building          Our Commitment
                                  sciences of architecture and engineering       We at Cannon Design have defined our
                                  cannot be separated. Engineering is            mission clearly with a focus on quality -
                                  an integral part of building design,           ever mindful that the ultimate measure
                                  providing the technological framework          of quality is always client satisfaction.
                                  that transforms architectural concept          As a quality leader, we seek to serve
                                  into a safe, comfortable and functional        other quality leaders, working continuously
                                  place, efficient to operate and easy           to advance the state of the art, contributing
                                  to maintain.                                   to the built environment and quality of life
                                                                                 of the people for whom we create living
                                                                                 and working spaces. In every case, our
                                                                                 goal is to build a long-term relationship
                                                                                 based on client confidence and trust in
                                                                                 our performance.
Services



A strong team of complementary        Planning
professionals is essential for        Master Planning
success in today’s complex            Urban Planning
                                      Feasibility Studies
planning, design, and building
                                      Strategic Planning
environment. For this reason,
Cannon Design is committed to         Architecture
the principle of multi-disciplinary   Facilities Survey and Evaluation
teamwork. By assembling               Building Design
                                      Facilities Rehabilitation and Renovation
multiple disciplines within
                                      Restoration and Preservation
our organization, we provide
our clients with a single             Interior Architecture
point of responsibility,              Programming and Space Planning
accountability, coordination,         Interior Design
                                      Furniture and Furnishings
and communication for all
                                      Graphic, Signage, and Art Programs
required work.
                                      Engineering
                                      Electrical
                                      Mechanical
                                      Structural
                                      Telecommunications

                                      Landscape Architecture
                                      Site Evaluation
                                      Site Development
                                      Zoning Assistance
                                      Planting and Horticultural Design

                                      Specialty Services
                                      Program Management
                                      Cost Estimating
                                      Critical Path Scheduling
                                      Value Engineering
                         VISION




Purpose              To be one of the finest design and project delivery firms in the world,
                     contributing to a built environment that enhances human culture, improving
                     the quality of life wherever we work. To endure over successive generations
                     of leadership and management.


Core Values          •   Honesty, integrity, fairness and courage.
                     •   Clients are our most important partners.
                     •   Experimentation, creativity and innovation.
                     •   Work within the business culture and practices of our organization.
                     •   Promote an “ elite spirit ” in everything we are and do.
                     •   Collaboration, mutual support, caring and respect for people.



Goals                •   To be recognized by our clients and peers as the most admired
                         firm in our profession.

                     •   To be lauded as a firm led by acknowledged experts in our target markets.

                     •   To create a unified, stimulating and rewarding environment that
                         makes outstanding people fight to join and love to stay.



Guiding Principles   •   We are a firm without walls. Our regional centers are linked in a
                         common union with common purposes as if all our people were based
                         in a single location.

                     •   We seek to work with clients who share our commitment to quality,
                         and foster the development of long-term relationships based on the
                         trust we earn through our performance.

                     •   We seek to align ourselves with our clients’ goals, delivering services
                         that consistently meet their quality, schedule and cost objectives.

                     •   We commit ourselves to a process of continuous quality improvement,
                         using the power of our imagination, knowledge, and experience to
                         contribute to our clients’ success.
                                    ABOUT BAE
                                            C



Since 1986, BAE has focused on The Economics of Place ™, providing comprehensive
real estate analysis and urban development services to public, private, non-profit, and
institutional clients throughout the U.S. BAE is headquartered in Berkeley, California,
with additional offices in Silver Spring, San Francisco, and the Sacramento region.

Our services have supported over $5 billion of real estate activity from pre-development
through disposition. We have contributed to successful projects that span a full range of
uses including housing, mixed-use development, retail and commercial revitalization,
business and industrial parks, transit-oriented and pedestrian villages, live/work, and
community facilities. Consulting services provided by BAE include:

§   Public/Private Transactions
§   Development Feasibility
§   Affordable Housing and Community Development
§   Economic Development and Revitalization
§   Smart Growth and Sustainable Development
§   Strategic Long Range Planning
§   Fiscal and Economic Impacts

One of our areas of particular expertise is in housing, including both affordable and
market rate project types. We have analyzed development feasibility for affordable
housing, downtown housing, transit-oriented housing, elderly housing, luxury
subdivisions, condominium conversions, SROs, special needs housing, and employee
housing programs. The California Affordable Housing Cost Study (1993) received an
American Planning Association, California Chapter award for excellence for a focused
planning issue. Other housing policy experiences include a statewide study for the
Florida Housing Finance Corporation to ensure that its project funding criteria favored in-
fill developments in older, established neighborhoods. For the Oregon Committee to
Study Housing Affordability, BAE analyzed the factors leading to rapid housing price
increases in Oregon. We prepared the housing market and needs assessments of
Consolidated Plans for Massachusetts' North Suburban Consortium (Arlington, Chelsea,
Everett, Malden, Medford, Melrose and Revere), the City of San Francisco, the State of
Washington and the City of Reno, Nevada. For the Housing Authority of the City of
Hartford, Connecticut, we analyzed the citywide housing market as the basis for asset
management decisions about replacing demolished units. BAE led a multi-disciplinary
team to develop an asset management strategy for the Albany (NY) Housing Authority.

BAE has been very active in community economic development, preparing strategies for
revitalizing neighborhood commercial districts and for supporting new business
development. Some of our assignments have involved strategies to attract a grocery store
to a low-income neighborhood or to otherwise meet the food shopping needs of
neighborhood residents.




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Our planning and economic development consulting often involves in-depth community
involvement provided through close working relations with a steering committee or
through public visioning sessions. The neighborhood revitalization strategy for Norfolk’s
Park Place was developed by the community with BAE’s help during a four-day charrette.
To ensure that the plan reflected community interests and had community support, BAE
conducted a long series of community meetings in developing the Phoenix empowerment
zone application.

In addition, we have developed unique expertise in several non-place aspects of urban
development including technology transfer, food policy, child care and social services
planning, local government budgeting/performance measures and economic sustainability.

BAE’s staff members have backgrounds in a number of disciplines including real estate
development, city planning, geography, marketing, architecture, and public policy,
typically with a Masters degree. Every staff member has advanced computer skills,
enabling us to integrate on-line databases, GIS, presentation graphics, and spreadsheet
models into our assignments. Members of the staff belong to the American Planning
Association, the International Economic Development Council, the National Congress for
Community Economic Development and the Urban Land Institute.

BAE is strongly committed to innovation in the field of urban development. We strive to
establish a close working relationship with every client, seeking balanced solutions to
today's development and revitalization challenges.

The outstanding quality of our work has been recognized by the American Planning
Association (APA) through numerous awards for excellence.




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          AWARDS FOR EXCELLENCE
                               C

NASA Ames Research Park Economic Development Workbook
                  2000 Focused Issue Award
  Northern California Section, American Planning Association
                               C

             Woodland East Street Corridor Plan
      1999 Award for Implementation, Small Jurisdiction
     Central Valley Chapter, American Planning Association
                               C

 Stockton Waterfront Revitalization Strategy and Action Plan
       1996 Award for Implementation, Large Jurisdiction
       California Chapter, American Planning Association
                               C

             Sacramento Waterfront Specific Plan
            1996 Award for Comprehensive Planning
       California Chapter, American Planning Association
                               C

          Presidio Main Post Marketing Campaign
     1995 Award for Excellence, Special Purpose Brochure
        National Association of Installation Developers
                               C

        The California Affordable Housing Cost Study
                   1994 Focused Issue Award
       California Chapter, American Planning Association
                               C

           Downtown Lemoore Revitalization Plan
    1994 Planning Implementation, Small Jurisdiction Award
            National American Planning Association
                               C

           Downtown Larkspur Revitalization Plan
    1992 Comprehensive Planning: Small Jurisdiction Award
   Northern California Section, American Planning Association
                               C

                  San Jose Housing Initiative
                1991 Planning Advocacy Award
   Northern California Section, American Planning Association




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                                 Firm Experience
                                            C

Developer Competition for Surplus Land Disposition
United States Soldiers’ and Airmen’s Home
Located in Northwest Washington, D.C., the U.S. Soldiers’ and Airmen’s Home
(USSAH) is a retirement facility for veterans of the Army and the Air Force. Within its
extensive land holdings are 49 acres of land no longer needed to support the USSAH’s
mission. BAE is evaluating developer proposals received in response to a solicitation
issued by the USSAH. The evaluation includes review of market support for proposed
residential and commercial development, evaluating developer experience, quantifying the
potential ground lease payments and identifying the potential risks to the Home.

Developer Solicitation, Transaction Structuring, and Development Agreement for
Public/Private Partnership to Develop San Francisco Hotel
San Francisco Municipal Railway, CA
For this key site at Mission and Steuart near the waterfront in downtown San Francisco,
BAE assisted the public agency owner in soliciting developer interest for a landmark
boutique hotel. We then analyzed the financial feasibility of proposal submittals and
interviewed proposers to select the most qualified team. After selecting a developer, BAE
led the negotiating team on financial structuring and deal terms for MUNI and the City.
Working with representatives of the City Attorney’s Office, BAE structured business
terms and conditions, structured ground lease payments, and resolved financial
partnership issues. This work resulted in an agreement for more than $300 M in ground
lease payments to MUNI over a 65 year term. The project, a 100 room loft-style boutique
hotel, is currently under pre-development and scheduled to open in 2003. BAE has also
been selected to provide similar services for the next MUNI surplus site located at
Fisherman’s Wharf (Kirkland site, project pre-development underway).

Somerville Industrial Property Developer Solicitation
U.S. Department of Veterans Affairs
BAE conducted an extensive reuse and redevelopment study for this federally-owned
property in Somerville, NJ. The site, with over one million square feet of World War II-
era warehouse space, is constrained by limited roadway access. BAE led a team of
engineers, architects, and surveyors to assess the site’s physical condition, and BAE
analyzed the market and financial development potential for retail, office, and industrial
uses. Based on the analysis, reuse of the existing warehouses was determined as the
highest and most feasible use. BAE then pre-marketed the property through targeted
mailings, contacts with area brokers, and open houses. BAE contributed to the formal
developer solicitation and participated in the evaluation of developer proposals. The
property has been transferred to a private developer for reuse and redevelopment.




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Presidio Developer Solicitations
National Park Service
BAE prepared several detailed developer/tenant Requests for Proposals and supported the
selection processes during the early stages of conversion for this 1,200 acre urban park
with more than 5 million square feet of primarily historic structures. BAE’s work
included solicitation preparation, marketing, and selection advisory services for the
Letterman/LAIR hospital and historic structures, the 1,200 unit Presidio housing
inventory, the 350,000 square foot Main Post building collection, and the park’s
recreational facilities (swimming pools, child care, and bowling). For the Main Post
solicitation, BAE’s work resulted in receipt of 59 qualified tenant proposals, which
oversubscribed available space by a factor of four times.

Piers 27-31 Recreation/Mixed-Use Financial Analysis & Development Proposal
Review
Port of San Francisco, CA
For this 350,000 square-foot facility, BAE led a team of economists, planners, and
transportation experts in evaluating two major development proposals. One proposal
sought to create a West Coast version of Chelsea Piers, a successful recreation-oriented
pier reuse project in New York City. The other proposal teamed the San Francisco
YMCA with a major retail/mixed use developer (Mills Corporation) to create a unique
waterfront mixed-use project. For each proposal, BAE analyzed the financial returns to
the Port of San Francisco from ground lease revenues, the development and market risks
posed by each project, the feasibility of reusing historic pier sheds and structures, and the
track record of prior development projects and development team experience.

Historic Landmark Marketing and Disposition
Stockton Redevelopment Agency, CA
This project involved the marketing and disposition of a historic downtown landmark, the
Hotel Stockton, which was built as a hotel and converted to office space in the 1960s.
Our work included formulation of a marketing strategy, identification of target markets,
preparation of an extensive mailing list, preparation of eye-catching marketing materials,
interaction with interested parties, and selection of a development group.

Development Agreements, Strategic Planning, and Real Estate Advisory Services for
NASA Ames Research Center
NASA
BAE is currently assisting NASA with reuse and redevelopment of Moffett Field, a major
facility located in the heart of Silicon Valley, including negotiation support for a major
350,000 square foot office and research building through a public/private partnership.
Our services have include evaluating the potential to attract key high-tech and bioscience
corporations to a collaborative R&D campus, formulating a financing plan, negotiating
partnerships, and formulating an innovative economic development strategy based on
input from the region’s premier public, private, nonprofit, and university research
institutions. NASA Ames is one of the agency’s world-class research facilities, dedicated
to furthering our capabilities for space exploration, astrobiology, and computing
technologies. BAE is currently negotiating the development agreement on behalf of




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NASA with a consortium of developers, universities, and aerospace companies to create a
21st century business park.

Richmond Transit Village Development Advisory Services
Richmond Redevelopment Agency and BART
The Richmond BART station offers a unique opportunity for transit village development,
due to its location at the center of downtown Richmond, as well as its status as the only
combined BART and Amtrak station. BAE’s work to facilitate development of this
Transit Village commenced with a development feasibility study for four parcels
surrounding the Richmond BART station. Work included market analyses, review of
successful transit-oriented development projects, outreach to 15 interested developers and
organizations, schematic land use and design plans, and a financial analysis of three
alternatives. Public participation was incorporated via three workshops. The Richmond
Transit Village Plan was adopted by City Council, and formed the basis of subsequent
grant awards for $7 M of station improvements. BAE then assisted the Redevelopment
Agency with a developer solicitation process, including preparation of marketing
materials, and site marketing. BAE served as the financial advisor during the selection of
the developer. This project is currently in pre-development with the development team of
Olsen Company and Calthorpe Associates.

Treasure Island Developer Solicitation Follow-Up
Treasure Island Development Authority
BAE is currently assisting the Treasure Island Development Authority (TIDA), the
agency charged with redeveloping the former military installation in the middle of San
Francisco Bay, with a follow-up to the original developer solicitation in preparation for
re-issuing it. The original solicitation, prepared by in-house staff, garnered two responses,
with only one was deemed “qualified.” In order to improve on the response rate, BAE has
been engaged to interview interested parties who did not submit, and assist TIDA staff
with follow-up marketing enhancements.

Prior to joining BAE, Anita Morrison participated in a wide range of developer
solicitations in Washington and elsewhere around the country.

Public-Private Development
Pennsylvania Avenue Development Corporation
As economic and real estate advisor to the Pennsylvania Avenue Development
Corporation from 1981 to 1996, Ms. Morrison analyzed the market potential for office
and residential development, tested the financial feasibility of development on PADC-
owned sites, set terms of land offerings to developers, evaluated developer proposals and
quantified the likely return to the Corporation. These projects included:

•   Willard Hotel - Restoration of the historic hotel and expansion to include new
    office space.

•   Market Square - A mixed-use development with 210 housing units, 585,000
    square feet of office space and 104,000 square feet of retail space.




                                                                                                6
•   The Pennsylvania - New development with 150 residential units and 175,000
    square feet of office and retail space.

•   National Place - A major mixed-use development incorporating the 774-room
    J.W. Marriott Hotel, the Rouse Company's Shops at National Place, 418,000
    square feet of office space and the National Theatre.

•   The Lansburgh - Redevelopment of historic department store building for 385
    housing units, retail space and The Shakespeare Theatre.

•   Market Square North - A residential and office development north of the
    Avenue.

Portal Sites Development Negotiations
District of Columbia Redevelopment Land Agency
Ms. Morrison evaluated the economic benefits and financial feasibility proposals of three
development teams seeking the rights to develop the Portal Sites in southwest
Washington, D.C. Following selection of one developer by the Redevelopment Land
Agency, she served as a member of the City's team negotiating the land disposition
agreement for this $700 million project. Programmed uses include 1.9 million square feet
of office and retail space and a 500-room business hotel.

Ronald Reagan Federal Building Developer Competition and Financing Strategy
Pennsylvania Avenue Development Corporation
The Federal Government’s second largest office building, the new Ronald Reagan Federal
Building, was developed in response to a high-level developer competition conducted by
the Pennsylvania Avenue Development Corporation. In preparation for the developer
competition, Ms. Morrison conducted an extensive analysis of potential financing
approaches for lease/purchase projects. Drawing on the experience of several Wall Street
investment houses, she recommended a securitized financing approach by which project
funds would be raised on the strength of the Government’s long-term lease commitment.
She then evaluated the economic aspects of each developer’s proposal as input to the
Board’s selection.

Veterans Affairs’ Development Leases
Department of Veterans Affairs
The Department of Veterans Affairs' new Enhanced Use Lease program allows the VA to
make available its surplus lands for private development in return for lower-cost
construction to meet VA facility needs. Ms. Morrison assisted the Office of Acquisition
and Facilities in preparing the Request for Proposals for a project at the Veterans Affairs
Medical Center in Houston. Six developers submitted proposals to develop surplus VA
land for housing, retail and office uses and to construct a new facility for the Veterans
Benefit Administration. She developed a detailed financial model to test the potential cost
and return to the VA and evaluated the potential market and non-performance risks under
each proposal.




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Developer Solicitation and Proposal Evaluation
Denver Urban Renewal Authority
Ms. Morrison assisted the Denver Urban Renewal Authority (DURA) in its competition
for a convention hotel to support its new convention center. Ms. Morrison contributed to
the developer Request for Qualifications and the Request for Proposals to ensure that
DURA received sufficient information upon which to base its developer selection. She
analyzed the developer proposals in terms of their market and financial viability, their
need for public subsidy, the potential return to DURA and the risks associated with each
proposal.

Ground Lease Negotiations
Calvary Baptist Church
In Downtown Washington, D.C., Ms. Morrison represented Calvary Baptist Church in its
negotiations with a private developer. The church elected to ground lease its adjacent
surplus property for private development in order to generate an endowment for church
renovation and missions. She tested the developer's financial offers and recommended
counter-offers. The negotiated ground lease includes a base rent, a sharing in project cash
flow and periodic reappraisals to assure that the ground rent continues to reflect the
current land value.

Real Estate Advisory Services
District of Columbia Department of Housing and Community Development
On retainer to the District of Columbia Department of Housing and Community
Development, Ms. Morrison provided real estate advice on its land disposition
negotiations with private developers. Developer proposals are analyzed and critiqued
with specific alternatives proposed which would better protect the public interest and
provide for a fair return to the agency. The projects included the redevelopment of the
McMillan Reservoir site and a major mixed-use project proposed for construction in the
air rights above I-395.

Leasing Program Review and Recommendations
National Park Service
In response to the “reinventing government” mandate to operate in a more businesslike
fashion and generate greater revenues, the National Park Service sought to expand upon
its existing efforts to lease historic and other excess properties not required for park
interpretation. Ms. Morrison carried out seven case studies to identify barriers and
practices which had inhibited the existing program for historic building leasing. Based on
those case studies and her experience with private real estate development, she
recommended significant changes to make the process more closely reflect private-sector
practices.




                                                                                              8
                                    References
United States Soldiers’ and Airmen’s Home Developer Selection

Mr. Frank Palmer or Mr. Peter Gillispie
U.S. Army Corps of Engineers, Appraisal Branch
410 962-3101 or 410 962-5190

Pennsylvania Avenue Development Corporation Developer Competitions

Mr. M. J. (Jay) Brodie
Executive Director
Baltimore Development Corporation
410 837-9305

Department of Veterans Affairs Disposition of Surplus Somerville Depot

Mr. Edward L. Bradley III
Project Manager
Department of Veterans Affairs
Office of Facilities Management, Asset & Enterprise Development Office
202 565-4307

Portal Sites Developer Competition and Negotiations

Mr. Joseph R. Bender
Former Director, Development Services Division
D.C. Office of Business and Economic Development
301 299-0022




                                                                         11
                            MILLENNIUM
                            REAL ESTATE ADVISORS, INC.
                                                                      4590 MacArthur Blvd.
                                                                      First Floor
                                                                      Washington, D.C. 20007
                                                                      202-298-6712
                                                                      202-298-6713 (Fax)




Thank you for your interest in MILLENNIUM REAL ESTATE ADVISORS. We are an
interdisciplinary group of real estate professionals active in the valuation of real property
and in consulting and advising clients regarding decisions throughout the life-cycle of an
asset.

Our clients include financial institutions, conduits, attorneys and accountants, private
developers, and federal and local governments as well as not-for-profit housing
organizations.

MILLENNIUM REAL ESTATE ADVISORS offers the following services:

   •   National and local appraisal services for financing, purchase/sale, litigation
       support, tax appeals, portfolios, REIT’s and estate valuations (including partial
       interests).

   •   Advisory services where we take a tactical life-cycle approach to your real estate
       needs to include financial and market analysis as well as fiscal impact and rental
       studies.

   •   Brokerage consulting where we work in support of your brokerage activities on
       either side of the transaction -- including locational studies, physical inspections,
       site studies and financial and market analyses.

   •   Market analysis where we endeavor to bring to the table more than a simple survey
       of current conditions and seek to portray future levels of demand and pricing based
       on underlying trends in the area. These analyses support demand and supply
       studies, highest & best use studies, alternate use analyses and valuations.

   •   Support of the Affordable Housing / Not-for-Profit Housing Industry. Here we
       have developed a series of products specifically oriented to the housing and
       community development and affordable housing programs. We are active in
       neighborhood and market analyses, asset management studies, valuations,
       workouts and financial analysis. We serve as consultant to local not-for-profits to
       provide development assistance for new market-based and subsidized housing.




                                         MILLENNIUM
                                                                                   Page 2

PRINCIPALS AND TEAM LEADERS INCLUDE:

      Stuart I. Smith, MAI, who has over 20-years of experience in real estate
      analysis to include service as the Executive Director of the General Services
      Administration’s, Public Building Service, manager of the Washington DC
      valuation office for a major national company, and president of MillenniuM. He
      is also a member of the AFL-CIO, Appraisal Guild #44.

      Richard O. Haase, MAI, CRE, formerly Commission of the GSA Public
      Buildings Service, Vice President for valuation and analysis at the JERobert
      Company, and principal in MillenniuM. Mr. Haase has an extensive practice in
      the valuation of fractional interests and as an active counselor and investor in
      real estate for over 30 years. He is also a member of the AFL-CIO, Appraisal
      Guild #44.

      J. Denis Gathman, CRE, MAI, is a senior professional focusing on
      commercial analysis, evaluation and appraisal of complex properties. His
      experience includes asset management, acquisition strategy, valuation and
      evaluation of real property assets.

      Gregory Becker, senior appraiser with extensive experience in portfolio
      analysis and financial modeling. He was a former Budget Director for Carr
      America and has worked for both Arthur Anderson and Deliotte & Touche in
      their valuation practices.

      Janet Goldberg, MPA, with 25 years of experience in the real estate field, has
      most recently targeted her practice to focus on feasibility & housing studies,
      community redevelopment and fiscal impact analyses. She has completed a
      wide-range of market studies an appraisals ranging from individual retail
      stores, to housing redevelopment efforts, resort communities, and multi-
      phase/multi-use comprehensive development plans.

      Leslie Hippert, JD, who manages the Arizona advisory/consulting practice.
      She specializes in the analysis of hospitality and resort properties throughout
      the southwest and elsewhere and routinely performs partial-interest valuations
      for a variety of clients.




                                       MILLENNIUM
                                                                                   Page 3

RECENT ‘MARQUE” ASSIGNMENTS INCLUDE:

   •   The Garlands of Barrington, a new $100 million CCRC being constructed just
       outside of Chicago.

   •   Appraisal of selected housing assets (~5,600 units) plus vacant developable land at
       Fort Hood, Killeen, Texas.

   •   Appraisal of selected housing assets and the valuation of the government’s equity
       contribution to the redevelopment of housing in Fort Meade, Maryland.

   •   5-year Strategic Plan for the Housing Authority of Cumberland, Maryland

   •   Appraisal of a ~70 acre residential site for the US Army Corps of Engineers in Jersey
       City, New Jersey.

   •   Market Analysis of HUD-owned property in St. Louis, Missouri

   •   Brokerage consulting for the Florida Rock Development Company in southeast
       Washington, DC

   •   Commercial Corridor Market Analysis, Greenville, South Carolina

   •   Valuation of a ~1,100 mile right-of-way on behalf of the Wisconsin Power & Light
       Company.

   •   Market analysis & appraisal of a 1,600 acre resort development, Cape Charles,
       Virginia.

   •   Valuation of a ~1,500 mile right-of-way on behalf of the Texas Municipal Power
       Company.

   •   Appraisal of the US Soldier’s and Airmen’s Home.

   •   Private sector partner in the redevelopment effort of the Yuma Proving Grounds,
       Arizona.

   •   Various valuations in support of litigation centering on contamination, damages,
       takings, bankruptcy and estates.


For additional information on MillenniuM Real Estate Advisors, you may want to visit our
web site at www.mrea.net.




                                        MILLENNIUM
                              MILLENNIUM
                           REAL ESTATE ADVISORS




The following is a partial listing of
local and institutional clients:

Banks                                            Institutional Clients
BB&T                                             Legg Mason
EagleBank                                        Sumitomo
Cardinal Bank                                    UBS/Warburg
United Bank                                      PM Realty
Chevy Chase Bank                                 Allied Capital
First Union                                      JE Roberts Company
Sovereign Bank of New England                    Goldman Sachs
First Maryland                                   Morgan Stanley
Colombo Savings Bank                             Insignia
BankBoston                                       C&W Financial Services
Boston Safe & Trust                              CB Commercial Financial Services
Midland Loan                                     PWC
                                                 Bank of America (CMBS)
Developers/Owners                                Bayerishe Landesbank
Oliver Carr Company                              Ferris Banker Watts
Spring Hill Lake Associates
Clark Real Estate Advisors                       Professional Groups
Charles E. Smith Companies                       Ober, Kaler, Grimes & Shriver
Laszlo N. Tauber                                 Regardie, Brooks & Lewis
AIMCO                                            Dunnels Duval
IBG                                              B’nai Brith
Greenebaum and Rose                              Holland & Knight
EastBank                                         Tucker Flyer
Lerner Corporation                               Wickwire Gavin
Perkins Companies                                Slover & Loftus
Miller Companies                                 Wilkes Artis
Vale Lake, USA                                   Williams, Mullen
                                                 Ballard, Spahr, Andrews & Ingersoll
Government Agencies                              Weschler, Selzer, Gurvitzh
General Services Administration                  Katten Muchin & Zavis
Department of Justice                            Keck, Mahin & Cate
Department of the Army                           Whiteford, Taylor & Preston
Department of Defense                            Shulman, Rogers, Gandal, Pordy & Ecker
Office of Personnel Management                   Dickstein, Shapiro & Morin
Administrative Offices of the Courts             Aronson Fetridge & Weigle
General Accounting Office                        Howrey & Simon
District of Columbia Housing Authority           Patton Boggs
Corps of Engineers
DC RLA & NCRC


                              MILLENNIUM REAL ESTATE ADVISORS
STANDARD               1. Firm Name/Business Address:                                                  2. Year Present Firm              3. Date Prepared
                                                                                                          Established 1945                  January 18, 2002
FORM (SF)
254                        3299 K Street, NW, Suite #500
                           Washington, DC 20007
                                                                                                       4. Specify type of ownership and check below, if
                                                                                                          applicable.
Architect-Engineer
                                                                                                             A. Small Business
And Related Services   1a. Submittal is for   o Parent Company o Branch or Subsidiary Office
Questionnaire for                                                                                            B. Small Disadvantaged Business
Specific Project
                                                                                                             C. Woman-owned Business
5. Name of Parent Company, if any:                            5a. Former Parent Company Name(s), if any, and Year(s) Established:
   Cannon Design                                                  The Cannon Partnership - 1945
                                                                  Cannon Design – 1974

6. Names of not more than Two Principals to Contact:                Title/Telephone
   1) Eduard Royzman, PE                                            Principal/202-337-6022
   2) Bruno B. Freschi, OC, AIA, FRAIC                              Design Principal/202-337-6022

7. Present Offices: City / State / Telephone / No. Personnel Each Office                                                7a.Total Personnel 514
    City          State     Telephone       Staff            City        State          Telephone           Staff
    Boston         MA       617-742-5440       67            New York     NY            212-972-9800          40
    Grand Island   NY       716-773-6800     181             St. Louis    MO            314-241-6250          53
    Jacksonville    FL      904-358-7771       15            Washington DC              202-337-6022          49
    Los Angeles    CA       310-445-5800       67            Chicago      IL            312-346-2270          14
    Baltimore      MD       410-385-5600       10            Victoria     BC            800-230-7388          18
8. Personnel by Discipline: (List each person only once, by primary function.
   110 Administrative                            16 Electrical Engineers                     Oceanographers                         26 Construction Administrators
   245 Architects                                 2 Estimators                               Planners: Urban/Regional                5 Graphics/ Signage
       Chemical Engineers                           Geologists                               Sanitary Engineers                     17 Other
       Civil Engineers                              Hydrologists                             Soils Engineers
       Construction Inspectors                   18 Interior Designers                     5 Specification Writers
    30 Draftsmen                                    Landscape Architects                  13 Structural Engineers
       Ecologists                                27 Mechanical Engineers                     Surveyors
       Economists                                   Mining Engineers                         Transportation Engineers              514

9. Summary of Professional Services Fees                                                                                         Ranges of Professional Services Fees
   Received (Insert index number)                                       Last 5 Years (most recent year first)                    INDEX
                                                                                                                                 1. Less than $100,000
                                                             2001          2000         1999         1998           1997         2. $100,000 to $250,000
   Direct Federal contract work, including overseas            3             3            3            4              4          3. $250,000 to $500,000
                                                                                                                                 4. $500,000 to $1 million
   All other domestic work                                     8             8            8            8              8
                                                                                                                                 5. $1 million to $2 million
   All other foreign work*                                     4             4            4            2              1          6. $2 million to $5 million
                                                                                                                                 7. $5 million to $10 million
   *Firms interested in foreign work, but without such experience, check here:    o                                              8. $10 million or greater
                                                                                                                            STANDARD FORM 254 PAGE 1         (REV. 11-92)
Experience Profile Code Numbers                       039   Garages; Vehicle Maintenance Facilities;       079   Planning (Site, Installation, and Project)
                                                            Parking Decks                                  080   Plumbing & Piping Design
for use with questions 10 and 11                      040   Gas Systems (Propane; Natural, Etc.)           081   Pneumatic Structures, Air-Support
                                                      041   Graphic Design                                 082   Postal Facilities
001   Acoustics, Noise Abatement                      042   Harbours; Jetties; Piers; Ship Terminals       083   Power Generation, Transmission, Distribution
002   Aerial Photography                              043   Heating; Ventilation; Air Conditioning         084   Prisons & Correctional Facilities
003   Agricultural Development; Grain Storage Farm    044   Health Systems planning                        085   Product, Machine & Equipment Design
      Mechanization                                   045   Highrise, Air-Rights-Type Buildings
004   Air Pollution Control                           046   Highways; Streets, Airfield Paving, Parking    086   Radar; Sonar; Radio & Radar Telescopes
005   Airports, Navalds, Airport Lighting; Aircraft         Lots                                           087   Railroad; Rapid Transit
      Fueling                                         047   Historical Preservation                        088   Recreation Facilities (Parks, Marinas, Etc.)
006   Airports, Terminals & hangers; Freight          048   Hospital and Medical Facilities                089   Rehabilitation (Buildings; Structures; Facilities)
      Handling                                        049   Hotels; Models                                 090   Resource Recovery; Recycling
007   Arctic Facilities                               050   Housing (Residential, Multi-Family;            091   Radio Frequency Systems & Shielding
008   Auditoriums & Theaters                                Apartments; Condominiums)                      092   Rivers; Canals; Waterways; Flood Control
009   Automation; Controls Instrumentation            051   Hydraulics & Pneumatics                        093   Safety Engineering; Accidents Studies; OSHA
010   Barracks, Dormitories                           052   Industrial Buildings; Manufacturing Plants           Studies
011   Bridges                                         053   Industrial Processes; Quality Control          094   Security Systems; Intruder & Smoke Detection
012   Cemeteries (Planning & Relocation)              054   Industrial Waste Treatment                     095   Seismic Designs & Studies
013   Chemical Processing & Storage                   055   Interior Design; Space Planning                096   Sewage Collection, Treatment and Disposal
014   Churches; Chapels                               056   Irrigation; Drainage                           097   Soils & Geological Studies; Foundations
015   Codes, Standards; Ordinances                    057   Judicial and Courtroom Facilities              098   Solar Energy Utilization
016   Cold Storage, Refrigeration, Fast Freeze        058   Laboratories; Medical Research Facilities      099   Solid Waste; Incineration; Land Fill
017   Commercial Building (low rise); Shopping        059   Landscape Architecture                         100   Special Environments; Clean Rooms, Etc.
      Centers                                         060   Libraries; Museums; Galleries                  101   Structural Design; Special Structures
018   Communications Systems; TV; Microwave           061   Lighting (Interiors; Display; Theater, Etc.)   102   Surveying; Platting Mapping; Flood Plain
019   Computer Facilities; Computer Services          062   Lighting (Exteriors; Streets, Memorials,             Studies
020   Conservation and Resource Management                  Athletic Fields, Etc.)                         103   Swimming Pools
021   Construction Management                         063   Materials Handling Systems Conveyors;          104   Storm Water Handling & Facilities
022   Corrosion Control; Cathodic Protection                Sorters                                        105   Telephone Systems (Rural; Mobile; Intercom,
      Electrolysis                                    064   Metallurgy                                           Etc.)
023   Cost Estimating                                 065   Microclimatology; Topical Engineering          106   Testing and Inspection Services
024   Dams (Concrete Arch)                            066   Military Design Standards                      107   Traffic & Transportation Engineering
025   Dams (Earth Rock); Dikes; Levees                067   Mining & Mineralogy                            108   Towers (Self-Supporting & Guyed Systems)
026   Desalinization (Process & Facilities)           068   Missile Facilities (Silos, Fuels; Transport)   109   Tunnels & Subways
027   Dining Halls; clubs, Restaurants                069   Modular Systems Design; Pre-Fabricated         110   Urban Renewals; Community Development
028   Ecological & Archeological Investigations             Structures or Components                       111   Utilities (Gas & Steam)
029   Educational Facilities; Classrooms              070   Naval Architecture; Off Shore Platforms        112   Value Analysis; Life-Cycle Coasting
030   Electronics                                     071   Nuclear Facilities; Nuclear Shielding          113   Warehouse & Depots
031   Elevators, Escalators, People Movers            072   Office Buildings; Industrial Parks             114   Water Resources; Hydrology; Ground Water
032   Energy Conservation, New Energy Sources         073   Oceanographic Engineering                      115   Water Supply; Treatment and Distribution
033   Environmental Impact Studies,Assessments        074   Ordinance; Munitions; Special Weapons          116   Wind Tunnels; Research/Testing Facilities
      or Statements                                   075   Petroleum Exploration; Refining                      Design
034   Fallout Shelters; Blast-Resistant Design        076   Petroleum and Fuel (Storage and                117   Zoning; Land Use Studies
035   Field Houses; Gyms, Stadiums                          Distribution)
036   Fire Protection                                 077   Pipelines (Cross-country - Liquid & Gas)
037   Fisheries, Fish Ladders Buildings               078   Planning (Community, Regional,
038   Forestry & Forest Products                            Areawide and State)


                                                                                                                   STANDARD FORM 254 PAGE 2              (REV. 11-92)
10. Profile of Firm’s Project Experience, Last 5 Years
  Profile     Number of          Total Gross Fees        Profile         Number of          Total Gross Fees           Profile    Number of             Total Gross Fees
  Code         Projects           (in thousands)         Code             Projects           (in thousands)            Code        Projects              (in thousands)
 1) 006            2                    3,450          11) 043              313                    7,825             21) 060          9                       6,210
 2) 008          14                    9,660           12) 044               72                   49,689             22) 072          4                       2,760
 3) 010            3                    2.070          13) 047                3                    2.070             23) 079          2                       1,000
 4) 017          19                    13,110          14) 048              267                   71,869             24) 082          2                       1,380
 5) 019           11                   7,590           15) 049                4                    2,760             25) 088          3                       2,070
 6) 021          24                    16,560          16) 050                6                    4,140             26) 089        222                      48,298
 7) 029          30                    20,700          17) 052                5                    3,450             27) 098          2                       1,380
 8) 035          32                    22,080          18) 055               60                    6,000             28) 100          2                        250
 9) 039            7                    4,830          19) 058               89                   33,105             29) 103          7                       2,830
10) 041          103                    5,725          20) 059              44                     1,100             30) 113          8                       5,520
11. Project Examples, Last 5 Years
                                                                                                                                                              Completion
 Profile    “P,” “C,” “JV,”                                                                                                              Cost of Work
                                        Project Name and Location                               Owner name and Address                                       Date (Actual
 Code           or “IE”                                                                                                                 (in thousands)
                                                                                                                                                             or Estimated)
   048           JV           1) VA Medical Centers, National Cemeteries             Department of Veterans Affairs
   072                           and Veterans Benefits, Indefinite Quantity          810 Vermont Avenue, NW                                   $5,000             2003
                                 Contract - Nationwide                               Washington, DC 20420

   006           JV           2) Buffalo-Niagara International Airport               Niagara Frontier Transportation Authority
                                 Replacement Terminal                                181 Ellicott Street                                      $50,000            1997
                                 Cheektowaga, NY                                     Buffalo, NY 14203

   010            P           3) Bachelor Quarters Modernization                     U.S. Navy - Northern Division
                                 U.S. Naval Submarine Base                           10 Industrial Highway                                    $10,300            1998
                                 New London, CT                                      Lester, PA 19113

   017            P           4) Marine Midland Bank                                 Marine Midland Bank
                                 Branch Standards and Renovation Program             One Marine Midland Center                            $100,000               1998
                                 New York State                                      Buffalo, NY 14203

   019            P           5) Massachusetts Information                           Lincoln Property Company
                                 Technology Center                                   101 Arch Street                                          $50,000            1997
                                 Boston, MA                                          Boston, MA 02110

   060            P           6) National Air & Space Museum                         Smithsonian Institution
                                 Fac. Master Plan, Prospectus Study and              955 L’Enfant Plaza, SW, Suite 3120                       $35,000            2002
                                 Major Renovations - IQC, Washington, DC             Washington, DC

   029            P           7) Boston University                                   Boston University
                                 School of Management                                25 Buick Street                                      $104,000               1997
                                 Boston, MA                                          Boston, MA

                                                                                                                                 STANDARD FORM 254 PAGE 3           (REV. 11-92)
029   P   8) University of Maryland - Technology           University of Maryland
023          Advancement Program Facility                  400 Chesapeake Building                          $5,000           1998
058          College Park, MD                              College Park, MD 20742

039   P   9) St. Vincent’s Medical Center                  St. Vincent’s Medical Center
             Kings Street Garage                           1800 Barrs Street                                $6,300           1997
             Jacksonville, FL                              Jacksonville, FL 32203

103   P   10) The George Washington University at          The George Washington University
              Mt. Vernon College - Campus Plan             2025 F Street, NW                               $20,000           1998
              Washington, DC                               Washington, DC 20052
089   P   11) National Institutes of Health                National Institutes of Health
100           Mechanical Systems Upgrade                   9000 Rockville Pike                             $30,000           1999
023           Bethesda, MD                                 Bethesda, MD

060   P   12)The Corcoran Gallery of Art                   The Corcoran Gallery of Art
              As-Built Drawings                            500 Seventh Street, NW                           $100             2001
              Washington, DC 20006                         Washington, DC 20006

047   P   13) Vassar College                               Vassar College
              Blodgett Hall Renovation                     Raymond Ave., Box 25                             $3,800           1998
              Poughkeepsie, NY                             Poughkeepsie, NY 12601

048   C   14) BJC Health System                            BJC Health System
              North Campus Expansion and Renovation        4353 Clayton Road, Room 104                     $250,000          2000
              St. Louis, MO                                St. Louis, MO 63110

029   P   15) Kyonggi University                           Kyonggi University
023           New Construction & Renovations               San 94-6 Yiui-Dong, Paidal-GU, Suwon, SI          N/A             2002
019           Seoul, Korea                                 Kyonggi-Do, Korea 442-760

060   P   16) Presidential Librarires                      GSA-NCR-WPG
043           Various Locations                            7th & D Street, SW                               $2,000           2000
100                                                        Washington, DC 20407

050   P   17) Boston University                            Boston University
              Student Village                              25 Buick Street                                 $65,000           2000
              Boston, MA                                   Boston, MA

055   P   18) Merrill Lynch                                Merrill Lynch
              Five-Year Reimaging Program                  New York, NY                                     $3,500           1998
              New York, NY

058   P   19) Center for Disearse Control and Prevention   Centers for Disease Control and Prevention
              NIOSH Laboratory                             1600 Clifton Road, NE                           $30,000           1997
              Morgantown, WV                               Atlanta, GA 30333

                                                                                                  STANDARD FORM 254 PAGE 4    (REV. 11-92)
  058            P         20) Yale University                               Yale University
                               Chemistry Research Building                   New Haven, CT 06520                              $40,000           2004
                               New Haven, CT
  060            P         21) Southwest Missouri State University           Southwest Missouri State University
                               Campus Information Center                     901 South National Avenue                        $21,300           2000
                               Springfield, MO                               Springfield, MO 65804

  088            P         22) Rochester Institute of Technology             Rochester Institute of Technology
                               Field House and Recreation Center             One Lomb Memorial Drive                          $14,000           2005
                               Rochester, NY                                 Rochester, NY 14623

  079            P         23) Sabanci University - Campus/Facility          Sabanci Universitesi Center
                               Master Plan, Implementation                   80745 Istanbul, Turkey                           $200,000          2002
                               Istanbul, Turkey

  082            P         24) United States Postal Service                  Facilities Service Office
                               Indefinite Quantity Contract                  4000 DeKalb Technology Parkway, Ste 300           $2,450           1998
                               Northeast Florida                             Atlanta, GA 30340-2799

  060            P         25) Canisius College                              Canisius College
                               Montante Cultural Center                      2001 Main Street                                  $2,700           2000
                               Buffalo, NY                                   Buffalo, NY 14208

  079            P         26) US Naval Academy                              US Naval Academy
                               Academic Facilities Master Plan               Department of the Navy                             N/A             1997
                               Annapolis, MD                                 Annapolis, MD                                   Master Plan

  098            P         27) Center for Environmental Science and          The University at Albany
                               Technology Management                         1400 Washington Avenue                           $12,700           1997
                               Albany, NY                                    Albany, NY 12222

  058            P         28) US Department of Agriculture                  US Department of Agriculture
  072                          Indefinite Delivery Contract                  4700 River Road                                  $250/Fee          2002
                               Nationwide                                    Riverdale, MD                                    Per Year

  103            P         29) National Cathedral School for Girls           National Cathedral School
                               New Field House                               Mount Saint Alban                                $19,000           2002
                               Washington, DC                                Washington, DC 20016

  072            C         30) US Ronald Reagan International Trade Ctr      Tishman Construction Corporation
                               Federal Triangle Office Building - DC         1331 Pennsylvania Avenue, Suite 1209 North        $1,650           1998
                               A&E Design & Technical Review Svcs            Washington, DC                                    (Fees)

12. The foregoing is a statement of facts                                                                                    Date:

Signature:                                                    Typed Name and Title: Mark R. Mendell, AIA, MRIAC, President   January 18, 2002
                                                                                                                    STANDARD FORM 254 PAGE 5     (REV. 11-92)
STANDARD               1. Firm Name/Business Address:                                                              2. Year Present Firm             3. Date Prepared:
                       Bay Area Economics                                                                             Established 1986              Sept. 14, 2001
FORM (SF)
                       2560 Ninth St., Suite 211                                                                   4. Specify type of ownership and check below, if
254                    Berkeley, CA 94710                                                                             applicable. Corporation
Architect-Engineer
                                                                                                                   X   A. Small Business
And Related Services
Questionnaire                                                                                                          B. Small Disadvantaged Business
                       1a. Submittal is for        X Parent Company           Branch or Subsidiary Office
                                                                                                                   X   C. Woman-owned Business
5. Name of Parent Company, if any:                        5a. Former Parent Company Name(s), if any, and Year(s) Established:




6. Names of not more than Two Principals to Contact: Title/Telephone
   1) Janet Smith-Heimer, Managing Principal (510) 549-7310
   2) Matt Kowta, Principal (530) 750-2195
7. Present Offices: City / State / Telephone / No. Personnel Each Office                                       7a. Total Personnel          21

2560 Ninth St., Suite 211, Berkeley, CA 94710 (510) 549-7310                                                                   12
740 G Street, Davis, CA 95616       (530) 750-2195                                                                              4
Bldg. 102, Montgomery St., P.O. Box 291190, Presidio of San Francisco, San Francisco,.CA 94129 (415) 561-4476                   3
8630 Fenton St., Suite 202, Silver Spring, MD 20910 (301) 589-6660                                                              2


8. Personnel by Discipline: (List each person only once, by primary function.)
   3 Administrative                      ___ Electrical Engineers                    ___   Oceanographers                       ___    ________________________
  ___ Architects                         ___ Estimators                              ___   Planners: Urban/Regional             ___    ________________________
  ___ Chemical Engineers                 ___ Geologists                              ___   Sanitary Engineers                   ___    ________________________
  ___ Civil Engineers                    ___ Hydrologists                            ___   Soils Engineers                      ___    ________________________
  ___ Construction Inspectors            ___ Interior Designers                      ___   Specification Writers                ___    ________________________
  ___ Draftsmen                          ___ Landscape Architects                    ___   Structural Engineers                 ___    ________________________
  ___ Ecologists                         ___ Mechanical Engineers                    ___   Surveyors                            ___    ________________________
   18 Economists                         ___ Mining Engineers                        ___   Transportation Engineers             ___    ________________________

9. Summary of Professional Services Fees                                                                                        Ranges of Professional Services Fees
   Received: (Insert index number)                                         Last 5 Years (most recent year first)                INDEX
                                                                                                                                1. Less than $100,000
                                                                                                                                2. $100,000 to $250,000
                                                    2000        1999             1998           1997          1996              3. $250,000 to $500,000
Direct Federal contract work, including overseas     ______3     _______2         _______3       _______2      _______2         4. $500,000 to $1 million
All other domestic work                              ______5     _______5         _______5       _______5      _______5         5. $1 million to $2 million
All other foreign work *                             _______     ________         ________       ________      _______          6. $2 million to $5 million
                                                                                                                                7. $5 million to $10 million
                                                                                                                                8. $10 million or greater
*Firms interested in foreign work, but without such experience, check here: xx
                                                                                                                                      STANDARD FORM 254 PAGE 4 (REV. 11-92)
10. Profile of Firm’s Project Experience, Last 5 Years
    Profile       Number of       Total Gross Fees          Profile     Number of        Total Gross Fees        Profile    Number of       Total Gross Fees
    Code           Projects         (in thousands)           Code        Projects         (in thousands)          Code       Projects        (in thousands)
 1) 006         13                   225                 11) 079       14                 390                 21)
 2) 017         40                   540                 12) 087       8                  192                 22)
 3) 029         7                      88                13) 088       19                 394                 23)
 4) 033         38                   675                 14) 105       3                    60                24)
 5) 047         3                      40                15) 110       38                 652                 25)
 6) 049         3                      78                16) 117       8                  200                 26)
 7) 050         80                 1,652                 17) 201       18                 475                 27)
 8) 060         3                      40                18) 202       24               1,375                 28)
 9) 072         9                     155                19)                                                  29)
10) 078         93                 2,480                 20)                                                  30)
11. Project Examples, Last 5 Years

  Profile                                                                                                                        Cost of Work     Completion
             “P,” “C,” “JV,”
                                          Project Name and Location                         Owner Name and Address                               Date (Actual or
  Code           or “IE”                                                                                                        (in thousands)    Estimated)
006                C           1 San Francisco Airport Bond Study                   Prime: John F. Brown Co.                         18               1998
                               San Francisco, CA                                    286 Central Ave.
                                                                                    London, Ontario, Canada N6B2C8
                                                                                    Contact: Paul McKnight (519) 435-1553
017                P           2 Dayton, OH Regional Retail Study                   City of Huber Heights                            48               1999
                               Dayton, OH Region                                    6131 Taylorsville Road
                                                                                    Huber Heights, OH 45424
                                                                                    Contact: Eric Phillips (937) 233-1423
029                C           3 California State University Hayward                CSUH, Contra Costa Campus                        24               1996
                               Conference Center Feasibility Study                  4700 Ygnacio Valley Road
                               Contra Costa County, CA                              Concord, CA 94521
                                                                                    Contact: Mark Nickerson (925) 602-6767
029                P           4 Mission Bay Childcare Facilities Master Plan       Catellus Urban Development Corporation           25               2001
                               San Francisco, CA                                    201 Mission Street
                                                                                    San Francisco, CA 94105
                                                                                    Contact: Terezia Nemeth (415) 974-3749
033                P           5 Presidio Trust Implementation Plan Socio-          Presidio Trust                                   75               2001
                               Economic Analysis                                    Post Office Box 29052
                               Presidio of San Francisco, CA                        San Francisco, California 94129-0052
                                                                                    Contact: John Pelka (415) 561-5300
033                P           6 Economic Impact of University and Medical          The Johns Hopkins University                     45               1999
                               System, The Johns Hopkins University and Health      Office of VP for Business Affairs
                               System
                                                                                    3400 N. Charles St.
                               Baltimore, MD
                                                                                    Baltimore, MD 21218-2688
                                                                                    Contact: Kenneth Hoffmeyer (410) 516-8126
                                                                                                                           STANDARD FORM 254 PAGE 5 (REV. 11-92)
047   P   7 Point Molate Reuse Plan Market Study        City of Richmond Redevelopment Agency                18                1996
          Richmond, CA                                  330 - 25th Street
                                                        P.O. Box 4046
                                                        Richmond, CA 94804
                                                        Contact: Allan Wolken (510) 620-6512
047   P   8 Castro Adobe Reuse Feasibility Study        California Dept. of Parks & Recreation               10                2000
          Watsonville, CA                               800 Ocean St.
                                                        Santa Cruz, CA 95060
                                                        Contact: Dave Vincent (831) 429-2851
049   C   9 MUNI Waterfront Hotel Site Leasehold        City and County of San Francisco                     45                2000
          Negotiation                                   Office of the City Attorney
          San Francisco, CA                             City Hall, Room 234
                                                        San Francisco, CA 94102
                                                        Contact: Michael Cohen (415) 554-4700
050   P   10 West Oakland TOD Loft Market Study         Bank of America Community Dev. Banking               26                2001
          Oakland, CA                                   300 Lakeside Dr. Ste. 250
                                                        Oakland, CA 94612
                                                        Contact: Jim Mather (510) 273-5129
050   P   11 Old Town Square Feasibility Study          Keating Housing Initiatives                          50                1998
          Oakland, CA                                   One Bala Avenue
                                                        Bala Cynwyd, PA 19004
                                                        Contact: Gerry Doherty (610) 660-6643
060   C   12 Oakley Library Study                       Prime: George Miers and Associates                    4                1996
          Contra Costa County, CA                       69 15th Street
                                                        Oakland, CA 94612
                                                        Contact: Jennifer Coon (510) 465-5787
072   P   13 Presidio Business Advisory Services        Presidio of San Francisco                            500               1998
          Presidio of San Francisco                     Golden Gate National Recreation Area
          Golden Gate National Recreation Area          Building 102 San Francisco, CA 94129
          San Francisco, CA                             Contact: Mai-Liis Bartling (415) 561-4462
072   P   14 Mare Island – Legacy Partners Master       City of Vallejo Economic Development Div.            45                2001
          Developer Negotiations                        555 Santa Clara St. Third Floor
          Vallejo, CA                                   Vallejo, CA 94590
                                                        Contact: Al daSilva (707) 648-4444
078   C   15 Bay Area Regional Smart Growth Strategy    Association of Bay Area Governments                  180               2002
          San Francisco Bay Area, CA                    P.O. Box 2050
                                                        Oakland, CA 94604-2050
                                                        Contact: Victoria Eisen (510) 464-7900
078   P   16 Butchertown Revitalization Redevelopment   Louisville Development Authority                     35                1998
          Analysis
          Louisville, KY                                600 W. Main Street, Suite 300
                                                        Louisville, KY 40202
                                                        Contact: Ms. Patricia Clare (502) 574-4175
                                                                                                    STANDARD FORM 254 PAGE 6   (REV. 11-92)
079   C   17 Palo Alto Intermodal Transit Station         City of Palo Alto and Stanford University         40                2001
          Palo Alto, CA                                   210 High Street
                                                          Palo Alto, CA 94301
                                                          Contact: Maryanne Welton (650) 328-8030
079   C   18 University Avenue Specific Plan              City of Berkeley                                  43                1996
          Berkeley, CA                                    2118 Milvia Street
                                                          Berkeley, CA 94704
                                                          Contact: Dave Fogarty (510) 705-8184
087   P   19 Richmond BART Transit Village Feasibility    City of Richmond                                  50                1999
          Study                                           P.O. Box 4046
          Richmond, CA                                    Richmond, CA 94804
                                                          Contact: Alan Wolken (707) 648-4443
087   C   20 Portland MAX Light Rail Northern Extension   Portland Tri-Met/Portland Dev. Commission         55                2001
          Station Area Planning                           1900 SW Fourth Avenue Suite 7000
          Portland, OR                                    Portland, OR 97201
                                                          Contact: John Southgate (503) 823-3257
088   P   21 Middle Harbor Shoreline Park Management      Port of Oakland                                   70                2001
          Plan Alternatives Study                         530 Water Street
          Oakland, CA                                     Oakland, CA 94610
                                                          Contact: Barbara Hawkins (510) 627-1382
105   C   22 Presidio Telecommunications Vendor RFP       Presidio of San Francisco                         96                1996
          Presidio of San Francisco                       Golden Gate National Recreation Area
          Golden Gate National Recreation Area            Building 102 San Francisco, CA 94129
          San Francisco, CA                               Contact: Mai-Liis Bartling (415) 561-4462
105   C   23 Golden Gate National Recreation Area Fiber   Golden Gate National Recreation Area              20                2000
          Optics Rights-of-Way Economic Study             Fort Mason Bldg. 201
          San Francisco, CA                               San Francisco, CA 94123
                                                          Contact: Mai-Liis Bartling (415) 561-4462
110   P   24 Seventh St. & McClymonds Corridor            The San Francisco Foundation                      50                2000
          Neighborhood Improvement Initiative Community   225 Bush Street Suite 500
          Plan                                            San Francisco, CA 94104-4224
          West Oakland, CA                                Contact: Fred Blackwell (415) 733-8562
110   P   25 Santa Rosa Core Area Enhancement Strategy    City of Santa Rosa, Office of the City Mgr.       31                1998
          Santa Rosa, CA                                  100 Santa Rosa Avenue, PO Box 1678
                                                          Santa Rosa, CA 95402-1678
                                                          Contact: Jacquelyn d l”Eau
117   P   26 Florin Rd. Market Analysis and               Sacramento Housing&Redevelopment Agcy.            50                1997
          Alternative Use Strategy                        630 I St.
          Sacramento, CA                                  Sacramento, CA 95814
                                                          Contact: Jim Hare (916) 440-1399
201   P   27 Fiscal Impact Modeling and Economic Impact   City of Pleasanton                                100               2000
          Evaluation                                      P.O. Box 520
          Pleasanton, CA                                  123 Main Street
                                                          Pleasanton, California 94566-0802
                                                          Contact: Sue Rossi (925) 931-5400
                                                                                                   STANDARD FORM 254 PAGE 7   (REV. 11-92)
 201                      P       28 Bay Meadows Redevelopment Plan Fiscal           City of San Mateo                                       50             1998
                                  Impact Analysis                                    330 West 20th Avenue
                                  San Mateo, CA                                      San Mateo, CA 94403-1338
                                                                                     Contact: Ms. Rory Walsh (415) 377-3370
 202                      P       29 Transaction Support for Joint Development for   City and County of San Francisco/MUNI                   45             2001
                                  San Francisco Hotel                                Office of the City Attorney
                                                                                     City Hall, Room 234
                                                                                     San Francisco, CA 94102
                                                                                     Contact: Michael Cohen (415) 554-4700
 202                      P       30 Real Estate and Development Advisory            NASA Ames Research Center                               580        ongoing – est.
                                  Services for NASA Ames Research Center             Mail Stop 204-2                                                        2005
                                  Moffett Field, CA                                  Moffett Field, CA 94035-1000




 12. The foregoing is a statement of facts                                                                                           Date:
                                                                                           Janet Smith-Heimer
                                                                                                                                     9/14/01
 Signature: _                                _____________________   Typed Name and Title: _Managing Principal________________
*U.S. GPO: 1993-351-246                                                                                                          STANDARD FORM 254 PAGE 8 (REV. 11-92)
                               TEAM LEADERSHIP ORGANIZATION CHART

                                      U.S.ARMY CORPS of ENGINEERS
                                        NORTH ATLANTIC DIVISION


                                   GENERAL SERVICES ADMINISTRATION



                                                 CCSOS, INC


                                           Project Principal
                                  Eduard Royzman, PE (CANNON DESIGN)
                                            Task Manager
                                    Robert Fay, AIA (CANNON DESIGN)




 BAY AREA ECONOMICS                                       PAUL J. FEGELSON,       MILLENNIUM REAL ESTATE
                                 CANNON DESIGN
        (BAE)                                                 ESQUIRE                    ADVISORS
Market/financial Analysis      Architectural review        Legal Advisory           Real Estate Analysis
 Anita Morrison, M.P.P.     Bruno Freschi, FRAIC, AIA   Paul J. Fegelson, Esq.       Stuart I. Smith, MAI
                               Engineering review                                Richard O. Haase, CRE, MAI
                              Eduard Royzman, PE                                     Janet L. Goldberg
                                  Cost estimate
                                 Thomas P. Dee
                              Due diligence report
                                  Gustavo Lima
7. Brief resume of key persons, specialists, and individual consultants anticipated for this project.

 a. Name & Title                                                                          plants and central power plants. He has completed projects across the US as well as
                                                                                          in 13 other countries. With a portfolio including projects of significant size and scale
      Eduard Royzman, PE                                                                  form around the world, Mr. Royzman has gained a perspective that allows him to
      Principal                                                                           address the most complex management and technical challenges.


 b. Project Assignment:                                                                   Specific expertise relevant to this submission:
      Project Principal/ Engineering Review
                                                                                          United States Soldier's & Airmen's Home, Washington, DC
                                                                                          Confidential Consulting Architecture and Engineering Services.
                                                                                          National Institutes of Health, Bethesda, MD
 c.   Name of Firm with which associated:
                                                                                          Planning and programming for the redevelopment of the 3.5 million sq ft Warren G.
                                                                                          Magnuson Clinical Center involving the complete redocumentation of infrastructure
                                                                                          and building systems serving the center. $40 million upgrade of infrastructure 2.8
                                                                                          million sq ft of research laboratories and patient care facilities.
                                                                                          United States Department of Agriculture, APHIS, Riverdale, MD
 d. Years experience: With This Firm...8 With Other Firms.....26                          A Nationwide Indefinite Quantity Contract to perform architectural and engineering
                                                                                          services on plant and animal facilities throughout the United States.
 e. Education: Degree(s)/Year/Specialization
                                                                                          Centers for Disease Control and Prevention, Morgantown, WV
      Master of Science/1974/Mechanical Engineering
                                                                                          $30 million, 210,000 sf research building including flexible, state-of-the-art laboratory
                                                                                          space, an information center, conference facilities, and other support spaces.
                                                                                          Department of Veterans Affairs, Washington, DC
 f.   Active Registration: Year First Registered/Discipline                               Nationwide Indefinite Delivery/Indefinite Quantity Contract.
      1982/Mechanical Engineer
                                                                                          United States Naval Academy, Annapolis, MD
                                                                                          Academic Facilities Master Plan and a related implementation strategy designed to
                                                                                          meet both the existing and future needs of the academy.
 g. Other Experience and Qualifications relevant to the proposed project:
                                                                                          Federal Triangle Office Complex, Washington, DC
                                                                                          Peer review for the Pennsylvania Avenue Development Corporation/Tishman
      Mr. Royzman’s qualifications involved multi-discipline facility planning and
                                                                                          Construction Corp. for the 1,200,000 sq ft complex comprising federal offices, retail,
      design, renovation and adaptive reuse projects, master planning,
                                                                                          exhibit, performing arts, and food.
      sustainable design, quality control, design/build bridging documents, and
      overseas projects.
                                                                                          Janssen Pharmaceutica, NV, Beerse, Belgium
      One of Cannon Design's principals, Mr. Royzman has developed an international       Detailed programming and basis of design for new 400,000 sq ft research and
      reputation for projects characterized by "practical innovation" in system           development laboratory.
      solutions that embrace all elements of building engineering and technology. In a
      career that has spanned over three decades, he has gained significant technical
      expertise in project management and the design of engineering systems for
      institutional, industrial and commercial projects.
      His experience has been gained working on a variety of projects ranging from
      research and development facilities, clean rooms to hotels, hospitals, industrial

                                                                                                                                              STANDARD FORM 255            (REV. 11-92)
7. Brief resume of key persons, specialists, and individual consultants anticipated for this project.

 a.   Name & Title                                                                         • National Institutes of Health Building 10, B2 level modifications.
                                                                                             Programming, operational plan and space modifications to support the
      Robert Fay, AIA                                                                        material handling of 4m gsf of research laboratory and hospital functions.
      Senior Associate                                                                     • Federal Protective Services Strategic Plan for relocation of agency.
                                                                                           • Mary Switzer Federal Building: Agency housing plan for the modernization
 b. Project Assignment:                                                                      of historic structure.

      Project Manager                                                                      General Services Administration, National Capital Region, IDQ
                                                                                           • Prospectus Development Study, Facility Modernization, FOB 3 & FOB 4;
                                                                                             Macro programming of The Census Bureau and modernization strategy for
 c.   Name of Firm with which associated:                                                    the occupied facilities.
                                                                                           • Prospectus Development Study, Facility Modernization, Herbert Hoover
                                                                                             Building, Washington DC: Developed multi phase modernization strategy for
                                                                                             historic structure of Department of Commerce Headquarters Facility.
                                                                                           • Prospectus Development Study, Facility Modernization, Mary Switzer
 d. Years experience: With This Firm...1 With Other Firms.....15                             Federal Building: developed multi phase modernization strategy for historic
                                                                                             building.
                                                                                           • Prospectus Development Study, Facility Modernization, FOB 3: Analysis of
 e. Education: Degree(s)/Year/Specialization                                                 systems replacement for occupied building.

      Master/1981/Architecture                                                             Navy Public Works Center Multi Year IDQ, Bethesda, MD
                                                                                           • Tri-Care Customer Service, National Navel Medical Center
                                                                                           • Nursing School, Feasibility Study, National Navel Medical Center
 f.   Active Registration: Year First Registered/Discipline
                                                                                           Department of Veterans Affairs Nationwide Multi Year, IDQ
      1986/Architecture                                                                    • New Regional Office Building, VA Medical Center, Albuquerque, NM:
                                                                                             Master plan and bridging documents for multi building development.
 g. Other Experience and Qualifications relevant to the proposed project:                  • New Outpatient Clinic, Charlotte, NC: Site selection and SFO
      Mr. Fay is a senior project manager with Cannon Design, who specializes in             development
      managing large Federal contracts. The majority of his recent experience involves     • VA Museum & Conference Center, VA Headquarters, Washington,
      management of national Indefinite Quality Contracts for federal clients, involving     DC: Bridging documents for courtyard infill and modifications to
      multi-disciplinary teams and simultaneous task assignments. His most recent            historic structure.
      relevant experience involves the management of IDQ contracts with task orders
      involving bridging documents, programming, site selection, solicitation
      documents, facility analysis, space planning, and construction documents for
      both new buildings and modernization of historic properties.
      Specific expertise relevant to this submission:

      General Services Administration, National Capital Region, IDQ
      • U.S. Navy, Pentagon Swing Space, Polk Building, Arlington VA
        Programming and design intent documents for emergency relocation of
        Pentagon personnel.
      • GSA Central Office Building Constructing Phasing Analysis & Cost
        Estimate: Scope of work development for future modernization of historic
        structure.
      • Mary Switzer Federal Building A/E Scope of Work Review and Government
        fee estimate: Review of $65m A&E SOW and fee proposal
                                                                                                                                              STANDARD FORM 255            (REV. 11-92)
                                    BAE STAFF
                                Anita Morrison, M.P.P.
                                       Principal

Ms. Morrison manages the firm’s Washington, D.C. area office, directing BAE
assignments for the eastern U.S. With 24 years of experience in development consulting,
Ms. Morrison specializes in market and financial feasibility analysis, public agency land
disposition and economic development for major urban centers. Prior to joining BAE, she
served as Vice President with Hammer, Siler, George Associates.

Much of Ms. Morrison’s work has been devoted to negotiating public/private
partnerships. From 1981 to 1996, she served as the economic and real estate advisor to
the Pennsylvania Avenue Development Corporation (PADC) in Washington, D.C., where
she analyzed development feasibility for PADC sites, structured deal terms for land
offerings, evaluated developer proposals, and quantified financial returns to the
Corporation. Her work facilitated attraction of $1.4 billion of private investment,
including historic rehabilitation and development of more than 700 downtown housing
units.

Her experience in evaluating developer proposals for public/private projects includes:

•   U.S. Soldiers’ and Airmen’s Home disposition of 49 acres in Northwest Washington;
•   The Lansburgh residential and arts development in Downtown Washington;
•   Market Square office, residential and retail development in Downtown Washington;
•   Portal Sites office, hotel and retail development in Southwest Washington;
•   Ronald Reagan Building office development in Downtown Washington;
•   International Trade Center operator/manager for Ronald Reagan Building;
•   Department of Veterans Affairs (VA) lease-purchase of office space in Houston;
•   Disposition of a surplus VA warehouse complex in Somerville, New Jersey;
•   Downtown shopping center and office complex in Dallas;
•   Convention hotel in Downtown Denver;
•   McMillan Reservoir reuse for retail, office, residential and community use; and
•   Square 457-C office, residential, retail and arts development in Downtown
    Washington.

Ms. Morrison also has experience with housing market and financial feasibility analyses.
In Albany, she tested the market support for new middle-income housing in a
neighborhood adjacent to the downtown. In Hartford, CT, she analyzed the citywide
housing market to help Housing Authority officials decide whether to replace demolished
units or to provide section 8 certificates instead. She analyzed the market support for
independent elderly housing in a low-income neighborhood in Roanoke, Virginia for
Low-Income Housing Tax Credit financing and tested the feasibility of a proposed State
veterans nursing home in Maryland. Ms. Morrison directed an analysis of the potential
for residential reuse of a former reform school property in Westborough, Massachusetts.




                                                                                            9
For Penn State University, she explored the potential market support for a New Urbanist
development on former agricultural school land. Ms. Morrison directed analysis of the
potential for reuse of the Monumental Church in Richmond.

She has prepared a wide range of economic and fiscal impact analyses for The Johns
Hopkins University, the Washington Opera, the University of Maryland Medical System,
and the District of Columbia.

She is a member of the International Economic Development Council and the Urban Land
Institute. Ms. Morrison earned a Master of Public Policy from the University of Michigan.




                                                                                            10
7. Brief resume of key persons, specialists, and individual consultants anticipated for this project.

 a. Name & Title                                                                         Specific expertise relevant to this submission:
      Bruno B. Freschi, OC, FRAIC, AIA, RCA                                              World EXPO '86, Vancouver, BC
      Design Principal                                                                   Chief Architect and Planner for the World Exposition in 1986 and responsible for the
                                                                                         design and master concept planning of this International Exposition. The project
 b. Project Assignment:                                                                  ultimately became a $1.5 billion urban redevelopment of the Waterfront and False Creek
                                                                                         area of downtown Vancouver
      Design Review
                                                                                         United States Soldier's & Airmen's Home, Washington, DC
 c.   Name of Firm with which associated:                                                Confidential Consulting Architecture and Engineering Services.

                                                                                         Kyonggi University, Seoul, Korea
                                                                                         Master Plan including organizational and growth concepts for a two-campus institution
                                                                                         with over one million sq ft of facilities serving 15,000 students. The new facilities will be
 d. Years experience: With This Firm.....2         With Other Firms.....35               "built for life", incorporating energy-efficient building systems and low-maintenance
                                                                                         materials that have a high return on investment.
 e. Education: Degree(s)/Year/Specialization                                             State University of New York at Buffalo, NY
                                                                                         Conceptual design of a $20 million, 100,000 sq ft auditorium and global teleconferencing
      Bachelor/1961/Architecture                                                         center.

 f.   Active Registration: Year First Registered/Discipline                              University of British Columbia, Vancouver, BC
                                                                                         Master Plan for endowment lands
      1965/Architecture
                                                                                         Simon-Fraser University, Burnaby, BC
                                                                                         Master Plan, with Erickson Massey
 g. Other Experience and Qualifications relevant to the proposed project:
 Mr. Freschi’s professional carreer includes Dean Emeritus and Professor Emeritus of     Expo Centre, Vancouver, BC
 the School of Architecture and Planning at the State University of New York, and        40-meter diameter geodesic dome that served as the lead theme pavilion and symbol of
 current Design Principal in Cannon Design’s Baltimore office. Mr. Freschi is one of     the exposition. World's largest omni max theatre.
 North America's most honored architects. A Fellow of the Royal Institute of Canada
 and a member of the American Institute of Architects, he is one of the few architects   Peace Bridge, Buffalo, NY and Fort Erie, ON
 ever appointed to the Order of Canada, the highest honor awarded by the Canadian        Design of a proposed "signature" international bridge to replace an aging and
 government to an individual. He was also awarded the 125th anniversary of Canadian      inadequate structure between the United States and Canada.
 Confederation Commemorative Medal for significant contributions to architecture and
 education.                                                                              City of Sarasota, Sarasota, FL
                                                                                         Master plan for a major mixed-use development.
 Mr. Freschi is a leading proponent of the "integrated, transdisciplinary, and
 transcultural approach" to planning and sustainable design. He has made this            City of Tacoma, WA
 approach the basis of our planning effort for the renovation, reconstruction and        Waterfront master plan as a component of the overall redevelopment and revitalization
 repositioning of the two-campus Kyonggi University in South Korea, an institution of    of the City of Tacoma.
 15,000 students designed to be Asia's first "green" university. He was recently
 appointed a Distinguished Professor of Architecture at Kyonggi University.              Fallsview Casino/Hotel, Niagara Falls, ON
                                                                                         Master planning and design for a casino, hotel, and recreation resort complex.




                                                                                                                                              STANDARD FORM 255            (REV. 11-92)
7.    Brief resume of key persons, specialists, and individual consultants anticipated for this project.

 a.    Name & Title
                                                                                                Specific expertise relevant to this submission:
       Thomas P. Dee
       Associate Principal                                                                      United States Soldier's & Airmen's Home, Washington, DC
                                                                                                Confidential Consulting Architecture and Engineering Services.

 b.    Project Assignment:                                                                      United States Army Corps of Engineers - Fort Drum, Watertown, NY
                                                                                                Provided cost control for a $42 million community services expansion program
       Cost Estimate                                                                            including post office, retail store, child care, youth activity centers, recreational
                                                                                                facilities, auditorium, chapels, dining, and support facilities.

 c.    Name of Firm with which associated:                                                      National Institutes of Health, Bethesda, MD
                                                                                                Provided cost control for the redevelopment of the 3.5 million sq ft Warren G.
                                                                                                Magnuson Clinical Center involving the complete re-documentation of infrastructure
                                                                                                and building systems serving the center.

                                                                                                Veterans Administration Medical Center, Batavia, NY
 d.    Years experience: With This Firm.....20     With Other Firms.....10                      Cost estimator for the evaluation of architecture, equipment, structural
                                                                                                system/seismic resistance, fire protection, MEP systems, and emergency systems in
 e.    Education: Degree(s)/Year/Specialization                                                 24 buildings on a 45-acre campus.

       Associate/1970/Accounting                                                                Centers for Disease Control and Prevention/National Institute for Occupational
       Bachelor of Science/1975/Business Administration                                         Safety and Health, Morgantown, WV
       Master of Business/1996/Business Administration                                          Design of a $30 million, 210,000 sq ft laboratory building including flexible, state-of-
                                                                                                the-art laboratory space, an information center, conference facilities, and other
 f.    Active Registration: Year First Registered/Discipline                                    support spaces.

                                                                                                United States Navy
                                                                                                Falcon Manor Family Housing, Niagara Falls, NY - $3.7 million project involving the
                                                                                                identification of facility deficiencies and subsequent repair program.
 g.    Other Experience and Qualifications relevant to the proposed project:
                                                                                                United States Naval Academy, Annapolis, MD
       Mr. Dee, the leader of Cannon Design’s in-house cost estimating group, has 25            Academic Facilities Master Plan and a related implementation strategy involving1.1
       years of experience in construction cost analysis and control. He combines in-           million sq ft, 12 buildings, and a budget of $1 million to meet both the existing and
       depth expertise in lead cost estimating, value engineering, and master scheduling        future needs of the Academy.
       with advanced and innovative analytical techniques, many of which he has
                                                                                                Veterans Administration Medical Center, Batavia, NY
       personally developed.
                                                                                                Evaluation of architecture, equipment, structural system/seismic resistance,
       Proven expertise in evaluating contract bids and continued cost monitoring               fire protection, mechanical and electrical systems, and emergency systems
       through project completion make Mr. Dee one of the most valuable members of a            in 24 buildings on a 45-acre campus.
       project team. As cost manager for both design and construction management
       projects, he is intimately familiar with construction industry pricing strategies and    Camp Hill Medical Center, Halifax, Nova Scotia
       practices.                                                                               Overall project review, planning, and design of a $94 million project resulting
                                                                                                from the merger of four hospitals into one 950-bed facility. Also responsible
                                                                                                for overall project review.



                                                                                                                                                      STANDARD FORM 255             (REV. 11-92)
7. Brief resume of key persons, specialists, and individual consultants anticipated for this project.

 a. Name & Title                                                                        Specific expertise relevant to this submission:

      Gustavo Lima
      Vice President                                                                    Sylvan International Universities, due-diligence survey and evaluation
                                                                                        • Universidad del Valle De Mexico, Mexico: Full evaluation (Architectural,
                                                                                           Structural, Mechanical, Electrical & Site) of 12 campuses with 42 buildings
 b. Project Assignment:                                                                 • Universidad de las Americas, Chile: Full evaluation (Architectural,
                                                                                           Structural, Mechanical, Electrical & Site) of 1 urban campus with 5
      Due Diligence Report                                                                  buildings.
                                                                                        National Institutes of Health, Bethesda, MD
                                                                                        Scheduling for the redevelopment of the 3.5 million sq ft Warren G. Magnuson Clinical
 c.   Name of Firm with which associated:                                               Center involving the complete re-documentation of infrastructure and building systems
                                                                                        serving the center.
                                                                                        Buffalo-Niagara International Airport Terminal Replacement, Cheektowaga, NY
                                                                                        Contract Management and Project Scheduling strategy for a $100 million replacement
                                                                                        facility for the new gateway airport servicing the Niagara Region. The 285,000 square
                                                                                        foot facility replaced two antiquated passenger terminals with a signature terminal
 d. Years experience: With This Firm.....14 With Other Firms.....8                      containing 15 departure and arrival gates, public concourse and concessions, baggage
                                                                                        handling and airline operations support space.
 e. Education: Degree(s)/Year/Specialization
                                                                                        Buffalo-Niagara International Airport East Concourse Extension, Cheektowaga, NY
      Master of Architecture/1988/Architecture                                          Full Construction Management services for a $55 Million expansion to the terminal and
      Bachelor of Architecture/1981/Architecture                                        pavement apron of this major facility, designed and built in 18 months, while it
                                                                                        remained in full operation (single point of responsibility, both A/E & CM services).
                                                                                        State University of New York at Albany, Albany, NY
 f.   Active Registration: Year First Registered/Discipline                             Center for Environmental Sciences & Technology Management - A 75,000 sq ft three-
      1982/Architecture                                                                 story structure including, advanced materials laboratory, atmospheric research, x-ray
                                                                                        optics, and a business incubator program sponsored by a public/private partnership.
                                                                                        Albright-Knox Art Gallery, Buffalo, NY
                                                                                        Scheduling for a 28,000 sq ft renovation of Clifton Hall, an internationally known art
 g. Other Experience and Qualifications relevant to the proposed project:               gallery.
      Mr. Lima brings over 19 years of experience in scheduling, estimating, value      Motorola, Inc., Elma, NY
      engineering, planning, bid packaging, and contractor negotiations and
      construction administration.                                                      Design/Build services for the award-winning Automotive and Industrial Electronics
                                                                                        Group Facility, a 200,000 sq ft, state-of-the-art manufacturing center with a connecting
      Mr. Lima's project responsibilities have included due diligence reports,          two-story office wing.
      construction administration and construction management in a variety of project
      types. He has taught seminars on scheduling and document control systems
      and has been published in several industry magazines. His latest paper, "The
      Re-engineering of the Construction Administration Department at Cannon
      Design" has received the Gold Vision Award from ConstrucTech Magazine.




                                                                                                                                            STANDARD FORM 255            (REV. 11-92)
                           PAUL J. FEGELSON
                                 ATTORNEY AT LAW
                                  4611 43RD PLACE, N.W.
                                WASHINGTON, DC 20016-4521


PROFESSIONAL EXPERIENCE:

2000 - Present                   Paul J. Fegelson, Attorney at Law

General real estate practice.

Since February 2002, have provided assistance and advisory services to the Armed Forces
Retirement Home – Washington (formerly known as United States Soldier’s and Airmen’s
Home) in connection with its disposition of 49 acres of surplus land. Assistance to AFRH-W
has involved the development of Government strategy and the evaluation of proposals from
private sector developers involving the phased development of 1,700,000 – 2,225,000 square
feet of mixed-use improvements. Project is expected to include negotiation and drafting of a
long-term ground lease on behalf of AFRH-W.

Other projects have included: acquisition of an existing 94,000 square foot shopping center in
Dale City, Virginia as part of a tax-free exchange; sale of 12 acres of unimproved land zoned
high density residential in Frederick, Maryland; development and leasing of 135,000 square
foot flex building in Dulles, Virginia; FHA-insured refinancing of existing 288 unit apartment
building in Hyattsville, Maryland; review of development and/or disposition options involving
41 acres of unimproved land in the vicinity of a public university campus; negotiation of
management agreements and contracts for architectural and general contractor services and
representation of non-profit sponsor in connection with a to-be-constructed low income
housing tax credit development.

        1991 - 1999              Partner, Oppenheimer Wolff Donnelly & Bayh, LLP
                                 (1998-1999)
                                 Principal, Bayh, Connaughton & Stewart, P.C.
                                 (1991-1998)
                                 Member, Executive Committee
                                 (1994 1998)
                                       -




General business practice with an emphasis on real estate, commercial lending and creditor’s
rights. Client projects included: loan restructurings, foreclosures, bankruptcy counseling,
litigation and sale of REO for loan portfolio investors, documentation and closing of
commercial real estate loans for a conduit lender, assistance on real estate issues in connection
with spin-offs and roll-ups involving publicly-held companies, a tax-free exchange of
commercial properties for a foreign investor, sale of land with preliminary plan approval to a
townhouse developer for an investment partnership, negotiation of a debt settlement agreement
for a multi-family project owner and development and sale of finished residential lots.
Administrative duties included: negotiation, documentation and effectuation of law firm
merger involving Bayh Connaughton and Oppenheimer law firms; development and
management of subtenant operation prior to completion of law firm merger which had gross
revenues, as of the effective date of the merger, of $600,000 per annum; negotiation of law
firm’s 34,000 square foot office lease, management and collection of aged accounts
receivables and primary responsibility for law firm’s term loan and credit line with Franklin
National Bank (now BB&T).

         1990 - 1991             Of Counsel, David & Hagner, P.C.
                                 Washington, D.C.

General real estate practice with an emphasis on loan restructurings and work-outs. Workout
projects included assisting a lender in devising a redevelopment program for a twenty year old
vacant REO suburban office building, the restructuring of loans with several large regional
financial institutions on behalf of a residential and commercial developer, the representation of
an insolvent residential developer in negotiations with the FDIC, as receiver for the National
Bank of Washington, and the development of business strategies for the owner of land zoned
for commercial and multifamily residential uses.

         1987 - 1990             Partner, Piper & Marbury
                                 Washington, D.C.

General real estate practice involving representation of developers, lenders and tenants. Served
as special counsel to the District of Columbia Redevelopment Land Agency in connection with
the disposition of the Portal Site.

         1985 - 1987             Partner, Ginsburg, Feldman & Bress
         1983 - 1985             Associate, Ginsburg, Feldman & Bress
                                 Washington, D.C.

General real estate practice with an emphasis on acquisition of both improved and unimproved
property and tax shelter syndications involving federally-assisted housing projects and
shopping centers throughout the United States. Major projects also included assisting a large
publicly-held company in evaluating several sites and ultimately acquiring a 200 acre tract of
land for development as its regional headquarters. Structured, negotiated and drafted
numerous joint venture development arrangements involving both commercial and residential
properties.

         1980 - 1983             Associate, Surrey & Morse
                                 (now Jones, Day, Reavis & Pogue)
                                 Washington, D.C.

Varied real estate practice with considerable representation of foreign investors in their
acquisition of U.S. real estate. Major projects included assisting in client's acquisition of all
retail and office properties owned by Princeton University in downtown Princeton, New
Jersey; negotiation of Surrey & Morse's lease and equity participation in 1250 Eye Street,
N.W. and negotiation and preparation of major office and shopping center leases for a large
Washington area developer.

         1978 - 1980            Senior Attorney, The Rouse Company
                                Columbia, Maryland

Acted as sole attorney assigned to specific shopping centers under development. Responsible
for negotiating and documenting all aspects of particular projects, including land acquisition
and development, architect and construction contracts, operating and reciprocal easement
agreements, construction financing, permanent financing and leasing.

         1975 - 1978            Associate, Sonnenschein Carlin Nath & Rosenthal
                                Chicago, Illinois

       General real estate practice.

EDUCATION:

               The University of Chicago Law School, Chicago, Illinois (J.D. 1975)

               Brandeis University, Waltham, Massachusetts (A.B. 1972, magna cum laude)
               Member, Phi Beta Kappa

ADMITTED TO PRACTICE:

                Illinois (1975) (Retired status as of January 1, 2000)
                District of Columbia (1978)
                                                                    Professional Experience

Stuart I. Smith, MAI
Principal

Partner; Washington, D.C. office of MILLENNIUM REAL ESTATE ADVISORS. Mr. Smith is responsible for
appraisal, economics and consulting activities. He has over 25 years of professional experience in
real estate and economic evaluations.

Experience

1993 to Present        MILLENNIUM REAL ESTATE ADVISORS
                              Market value appraisals of commercial office buildings, shopping
                              centers, apartments, mixed-use projects, congregate housing,
                              industrial properties and special use properties; as well as market
                              studies and highest and best use analyses. Consultant to private
                              sector clients regarding Federal government lease / purchase
                              activities; and, consultant to Federal agencies regarding a variety of
                              real estate matters (including, the General Accounting Office, the
                              Administrative Office of the Courts, the Department of Justice, the
                              Office of Personnel Management, the Corps of Engineers and the
                              U.S. Postal Service).

1986 to 1993                   Assistant Manager, Cushman & Wakefield Appraisal Division,
                               Washington, D.C.
                               Market value appraisals, consulting and brokerage. Brokerage
                               transactions included the following leases to GSA/Federal tenants:
                               Peace Corp Headquarters, Internal Revenue Service, Small Business
                               Administration, National Science Foundation, and the General
                               Services Administration.

1984 to 1986                   Executive Director, GSA/Public Buildings Service
                               Responsible for nation-wide activities with regard to financial
                               reporting, the GSA-rent program, capital budgeting, performance
                               management and administration.

1983 to 1984                   Director, Office of Budget and Finance, U.S. Customs Service
                               Responsible for Service-wide financial activities.

1977 to 1983                   Senior Examiner, Office of Management & Budget, Executive
                               Office of the President of the United States
                               Senior examiner responsible for government-wide civilian real estate
                               issues and for reviewing and making recommendations on the
                               nationwide operations of the General Services Administration.

1971 to 1977                   Various positions with the U.S. Treasury Department




                                  MILLENNIUM REAL ESTATE ADVISORS
                                                    Professional Experience


Education
               American University, M.B.A., Corporate Finance
               Georgetown University, Graduate Work in Economics
               University of Maryland, B.S., Business and Economics
               Appraisal Institute (American Institute of Real Estate Appraisers --
               course work and training necessary to achieve the MAI designation
               and complete requirements for continuing education)

Licenses
               Real Estate Broker, District of Columbia
               Real Estate Salesperson, State of Maryland
               MAI-designation
               Licensed Certified General Appraiser in the District of Columbia
               Licensed Certified General Appraiser in the State of Maryland

Affiliations
               MAI Member, Appraisal Institute
               Member, Washington DC Association of Realtors
               Member, American Guild of Appraisers, Guild 44 (AFL-CIO)
               Secretary, Washington DC Chapter, Appraisal Institute




                  MILLENNIUM REAL ESTATE ADVISORS
                                                                 Professional Experience


Richard O. Haase, CRE, MAI
Partner, Washington, D.C office of MillenniuM Real Estate, responsible for appraisal, economics
and consulting activities.

Experience

1993 to Present              MILLENNIUM REAL ESTATE ADVISORS

                     Market value appraisals of residential reports, commercial office buildings,
                     shopping centers, apartments, mixed-use projects, congregate housing,
                     industrial properties and special use properties; as well as market studies
                     and highest and best use analysis. Consultant to private sector clients
                     regarding Federal government lease/purchase activities; and consultant to
                     federal agencies regarding a variety of real estate matters (including, the
                     General Accounting Office, the Administrative Office of the Courts, the
                     Department of Justice, the Office of Personnel Management, the Corps of
                     Engineers and the U.S. Postal Service.

                     VA approved appraiser, Residential appraisers for various banks and
                     mortgage loan companies including Boston Safe & Deposit Co.
                     Residential Market and individual appraisals in Maryland, Virginia, and
                     Washington, DC

1991-1993            Vice-President-J.E. Robert Companies
                                                                                                  rd
                     Headed Valuation service for J.E. Robert Companies; responsible for 3
                     party appraisal reports and due diligence on acquisition portfolios. Types
                     of property included mobile home parks, office buildings, apartments and
                     hotels.

1991-1993            Vice President-Holladay Corporation
                                         rd
                     Responsible for 3 party appraisals and acquisitions of all types of
                     commercial property for portfolio purposes. Property acquisitions were
                     nationally and included industrial office building and residential multi-family

1982-1984            Commissioner of Public Building Service
                     General Service Administrator Responsible for policy of the entire
                     government owned and leased property under GSA control. Work force
                     included 10,000 people with a budget of $5 billion dollars. Policy directed
                     at leasing property management and acquisition of office buildings for the
                     government account.




                               MILLENNIUM REAL ESTATE ADVISORS
                                                          Professional Experience

Education      Bachelor of Science; United States Naval Academy, 1958 Appraisal
               institute-Course work necessary to achieve MaI Designation

Licenses       MAI-Member of Appraisal Institute
               CRE-Counselors of Real Estate
               certified General Appraiser; District of Columbia, Maryland and Virginia

Affiliations   Member-Regional panel of Grievances and Ethics Committee for Appraisal
               Institute, course 120 Valuations and Procedures.
               Lecturer-Wharton School of Real Estate
               Member-Lambda Alpha, Land Economics Fraternity, George Washington
               University
               Member, American Guild of Appraisers, Guild 44 (AFL-CIO)




                        MILLENNIUM REAL ESTATE ADVISORS
                                                       Professional Experience


JANET L. GOLDBERG
MILLENNIUM REAL ESTATE ADVISORS

     EDUCATION

     Master of Public Administration, Northeastern University, Boston, MA

     Bachelor of Arts, Sociology/Anthropology, Syracuse University, Syracuse, NY

     EXPERIENCE

     Senior Associate                          MILLENNIUM REAL ESTATE ADVISORS
                                                     Washington, DC.

     As an independent affiliate, Ms. Goldberg is associated with MREA, a national market
     research and appraisal firm and is concentrating in the areas of public housing,
     technology park development, commercial corridor and retail market and strategic
     planning. She has provided market analyses and appraisals for all commercial
     properties including resort communities, golf courses and marinas, throughout the
     country and in the Washington Metropolitan area.


     Senior Associate                          Hammer, Siler, George Associates
                                                   Silver Spring, MD..

     During her tenure she has worked in multi-disciplinary areas including downtown and
     neighborhood revitalization, industrial and technology research parks and office and
     multi-family housing market analyses. She has worked with the Montgomery County
     Office of Economic Development in selecting and testing the feasibility of various
     sites for a new technology park similar to Shady Grove Life Sciences Center. She has
     had primary responsibility for a 5-year strategic analysis for the Public Housing
     authorities and performed multiple appraisals and market analysis for the Newport
     News Redevelopment Authority. Hammer, Siler, George Associates has a diverse
     economic and development practice and Ms. Goldberg was involved in many areas of
     feasibility, negotiations, market analysis and recommendations for most areas of the
     practice, with specific emphasis on commercial corridors and housing issues.


    Senior Associate & Appraiser               Joseph J. Blake & Associates
                                               Sapperstein & Associates

     Researched, analyzed and prepared complex full appraisals on a variety of real
     property including but not exclusive to apartment buildings, office buildings, ,
     subdivision and land analysis, hotels and motels. While working throughout the
     country, the majority of assignments were in the Metropolitan Washington area.
                                                   Professional Experience

Manager & Appraiser                                              J.E.        Robert
Companies.

Management and development of Appraisal Division. Establishment of JER's
Valuation division, New England Office. Mixed asset portfolio due diligence for
JER/Goldman Sachs including all types of commercial buildings and large tracts of
multi-use land. Supervisory responsibility 5-12.


Senior Case Manager                               Federal Savings and Loan
                                                        Insurance Corporation

FSLIC, Ms. Goldberg managed acquisition agreements involving millions of dollars of
real estate assets that required financial analysis and sales packaging. She provided
support for numerous negotiations involving the sale and disposition of large complex
mixed-use developments. She prepared and presented case studies and financial
analysis for acquisition actions by the FHLB Board.


Director                          Office    of    Community and Economic
                                                  Development, Pittsfield, MA.

As Director of the office, Ms. Goldberg initiated a commercial revitalization and
facade program in the older downtown areas. She oversaw planning; marketing and
sale of municipal buildings; all grant applications for various State and Federal
funding sources and provided access to a variety of low interest State and Federal
funding for small business development; chaired the IRB committee. She oversaw
the City’s multi-million dollar CDBG. Staff supervision 8-12.


LICENSES and MEMBERSHIPS
Certified General Real Estate Appraiser: Maryland,
Associate, Appraisal Institute
Licensed Real Estate Salesperson, Maryland
Member, Commercial Real Estate Women (CREW), President-2002, Board of
Directors
Member, MIDAS

SKILLS
Proficient in Word, Excel, Argus, Powerpoint, MapPoint and numerous relational
database sources including Claritas, D&B; Comps; CoStar
                                   PROJECT TEAM HOURLY RATES

CANNON DESIGN (from USDA Nationwide A/E Services IDIQ Ccontract)
From Base Contract - October 1, 2001 through September 30, 2002

                                                 Base      Overhead Rate   Profit Rate Billable      Cannon Design
Labor Category                                 Hourly Rate      161%          0.10    Hourly Rate       Job Title

Principal                                         $70.00      $112.70       $18.27     $200.97
Project Manager                                   $42.00      $67.62        $10.96     $120.58      Architect VI

Senior Architect/Planner/Designer                 $42.00       $67.62       $10.96     $120.58      Architect VI
Project Architect/Planner/Designer                $35.00       $56.35        $9.14     $100.49      Architect IV
Architect                                         $28.50       $45.89        $7.44     $81.82       Architect III
Architectural CAD Drafter                         $23.50       $37.84        $6.13     $67.47       Architect I/II

Principal Engineer, Mechanical                    $70.00      $112.70       $18.27     $200.97      Engr,Mech VIII
Senior Engineer, Mechanical                       $42.00      $67.62        $10.96     $120.58      Engr, Mech VI
Project Engineer, Mechanical                      $39.00      $62.79        $10.18     $111.97      Engr, Mech IV
Engineer, Mechanical                              $32.00      $51.52         $8.35     $91.87       Engr, Mech III
Engineer, Mechanical                              $19.50      $31.40         $5.09     $55.98       Engr, Mech I/II

Principal Engineer, Electrical                    $70.00      $112.70       $18.27     $200.97      Engr, Elect VIII
Senior Engineer, Electrical                       $42.00      $67.62        $10.96     $120.58      Engr, Elect VI
Project Engineer, Electrical                      $33.00      $53.13         $8.61     $94.74       Engr, Elect IV
Engineer, Electrical                              $32.00      $51.52         $8.35     $91.87       Engr, Elect III
Engineer, Electrical                              $19.50      $31.40         $5.09     $55.98       Engr, Elect I/II

Senior Engineer, Structural                       $42.00       $67.62       $10.96     $120.58      Engr, Struct VI
Project Engineer, Structural                      $29.00       $46.69        $7.57     $83.26       Engr, Struct IV
Engineer Structural                               $23.00       $37.03        $6.00     $66.03       Engr, Struct II

Engineering CAD Technician                        $17.00       $27.37        $4.44      $48.81      Engr M/E Tech II/III
Engineering CAD Drafter                           $19.50       $31.40        $5.09      $55.98      Engr M/E/S Tech

Admin Support                                     $20.00       $32.20        $5.22      $57.42      Admin Support II

Direct Labor Overhead                                           37%
G&A Overhead                                                   124%
Profit                                                          10%
Inflation for option years calculated at 5% per annual

BAY AREA ECONOMICS, INC
Principal                                                                              $195.00
Senior Associate                                                                       $150.00
Associate                                                                              $85.00
Analyst                                                                                $65.00

MILLENNIUM REAL ESTATE ADVISORS, INC
Principal                                                                              $195.00
Senior Associate                                                                       $150.00
Associate                                                                              $85.00
Analyst                                                                                $65.00

PAUL J. FEGELSON, ESQUIRE                                                              $225.00

				
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